Project 24601
by overstar
Summary: Prequel to Madoka's story. It follows Mami Tomoe's first few months as a Magical Girl as well as the political upheaval amongst Kyubey's kind. Kyubey creates the first and last male Puella Magica in an attempt to combat a universal problem. HEAVY SPOILERS
1. Opening

I do not own Puella Magi Madoka Magica at all.

Looking down upon it, Earth truly was a most fascinating place. A single planet, blue from the oceans that inhabited it, contained an equally fascinating life. At least, it was fascinating to him. He sat and watched it; a keen eye set on every continent that passed by. Earth, a breeding ground for possibly the greatest energy source the world has ever known. His subordinate thought that. Then again, the one who took the name Kyubey always took his innovation and cockamamie ideas to heart. It has taken years to get the high counsel to even agree to such a venture. Why a planet with such a weak minded, emotional population could never prove to supply the Universe with a proper and necessary energy source. However, his subordinate, Kyubey, begged to differ. Earth underwent a radical change; a physical god has finally arrived.

And god was perhaps the perfect title for his race. His society had long ago learned to suppress emotions, and some even claimed that they lacked motions to begin with. Kyubey was one of those. He treated himself as a proctor of change, an entity worse than a tyrannical god. To him, the populations of Earth were tools, easily exploitable and remarkably efficient. He never understood Kyubey; why he catered to such people? He even went so far as to take a comprehensible name. Kyubey…what a joke! To trick the masses further, he disguised himself as a rat. No! Serpent was a far superior terms. Only the devil himself could dare coax another life into signing away their souls. Yea, if he was a god, then Kyubey was a Satan like creature.

He could not discredit his subordinates work. While other of his kind reached to the far reaches of the galaxy for energy, Kyubey led them to Earth. It had never been difficult to assimilate to the culture and society. His kind was more than capable of replicating bodies and transferring their souls to them. With this scientific power, he was even more like a god. Himself, and five others took the forms of humans in an attempt to weed their way into society. But not Kyubey… No, he needed a far grander disguise. A simple human body had limitations, but not the serpent. Kyubey divulged into the planets religious customs, becoming more and more like the devils from ancient texts. This, the rat was born.

Kyubey has also been the first to learn the language, understand the physical and mental needs of humanity, and developed a keen sense of the sexuality of mankind. While the others trekked through Latin, Kyubey moved onto the other western languages, seeing no need to slow down for his inferior counterparts. Within a year, he mastered Latin, German, French, and English. By the next Earth summer, he knew Russian, Arabic, and Spanish. Like a living, breathing source book, Kyubey devoured the languages and vomited them up on the Earthly societies. He familiarized himself with culture after culture until even his fellow comrades could barely recognize Kyubey anymore. With the mind of his species, the skills of a human, and attitude of a devil, he slaughtered his way through each unsuspecting girl.

Despite this, Kyubey's tactics were considered less than satisfactory by the counsel. Others of their species conducted research on rocks and planetoids, gathering scores of energy compared to what their Earthly counterparts had. Many opted to cancel the program, but Kyubey pleaded with them, promising a wave of energy so great that it would dwarf all other projects. The serpent held onto his tree.

The flashing red light and slight beep ended his viewing party. The appointment time with his subordinate had come, and the viewing screen slid shut. The blue Earth vanished behind a sea of chrome. His soul fled from the containment chamber, a modest storage unit where the essence of his life could remain distant from the confines of the human body. The transfer was but a second before his eyes opened, and his human mind functioned as adequately as it could. Sitting up from his seat, he felt a strange wobble in his legs as of balance left the body each time his soul did. He stumbled about the office, regaining his composer only after his hands latched onto a plush seat taken from earth. The human body, being composed mostly of water, was a sack of gel compared to his normal silicon based unit. The flabby skin sprawled out upon the seat, which proved rather comforting in this meaty bag.

His comfort was short lived as the main doors slid open, creating a rather ear piercing screech as they did so. Again, another fault of the human body. The silicon units lacked an evolved auditory system and could only hear muffled sounds. Perhaps Kyubey was smart to forfeit the basic human structure and create a more unique encasing. Upon seeing his subordinates awkward body, he relinquished the thought.

"Commander Themor," Kyubey said, walking on all fours like an animal and hoping upon the desk. This white creature sickened Themor as he watched it clean itself. The disgusting thing used its tongue. Its tongue of all things! He was like a cat, a deformed cat. If any human say Kyubey, it was the only way to describe him. With a long bushy tail and slender ears, Kyubey never hid his extra extremities, an extra pair of long, flowing fins that dropped fanned out from within his external auditory canal. No Earth animal bore the same soulless eyes and never ending smile. He was the perfect devil; his white fur was an illusion.

"You requested an audience with me." Themor replied, "Report."

"Commander, are you enjoying this assignment?"

Themor's ears perked up. "Not as much as you, I suppose. What is the purpose of this meeting? You do understand I am a very busy man?"

"Busy watching the planet?" Themor cupped his hands as Kyubey pierced right through his illusion. The rat bastard had probably been watching him before entering. This sly devil and his never ending smile made it impossible to point any fingers. Kyubey's grotesque image once again proved useful.

"I don't believe you have the authority to ask such a question."

Kyubey bowed his head. "Ah yes, forgive me, sir. I am merely interested in your opinions on our mission and the current rate at which it is proceeding."

"Again, you have no authority to ask."

Kyubey bowed further. "Sir, I am simply asking. I understand your and the counsels discontent with the lack of fruitful outputting linked to this assignment. I must look like a fool to you and everyone else currently working under the title Incubator." Themor knew "fool" was a difficult word to place. In Earth speak, it generally meant an idiot, who lacked common knowledge and attempted feats beyond their capabilities. However, Earth's history proved that the most obvious fools become the some of the most revered, feared, and sought after individuals.

"But sir, I would like to explain my current thoughts on how the mission is proceeding. Do you abject if I voice my opinion?"

"I guess not."

Despite his face, Themor knew Kyubey was grinning far beyond what he showed. "Commander, You and I…no, I should say the rest of our species has been tasked with the careful task of reversing entropy in our degrading universe. So many ideas and plans have proven worthless in the grand scheme of things. The Incubators currently harvesting rocks and planetoids of all their energy have discovered that the energy does not last and recovering such energy takes time and, well, energy. In the end, the net input greatly exceeds the net output. We're losing energy on these pointless ventures. Sir, if we continue along this track, we will be sapping more energy from the universe and be key in its demise."

"You do realize the high counsel already dislikes your preachy, new age ways," Themor exclaimed, " Kyubey, I don't mean to drop you off your high horse, but what you are suggesting is preposterous? We've spent years perfecting that technology and for you to come in here and renounce all that hard work."

"I do not renounce."

Themor leaned forward. "Then what do you call it?"

"Structural improvement," Kyubey replied, "May I continue?" As much as he disliked where this was headed, Themor couldn't help but nod. "Commander, I love my job partially because I love the girls I work with."

"You are incapable of love…"

Kyubey too nodded his head. "Logically I am, but I have learned something very interesting from these humans. They lack all form of logical. In their world, I can love and be loved by anyone and anything. In a way, our mission for universal salvation could be interpreted as a form of love."

"A form of love for what?" Themor posed.

"Life," Kyubey responded, "Human sexuality has taught me the greatest form of illogic. A species that pairs off with mates, has compassionate feelings for them, and desires a form of intimacy that most life forms are incapable of understanding. Logical, humans should have multiple mates; it would increase the rate of procreation, but they don't. Most stick with a single mate."

"Make your point, Kyubey."

The devil grinned once again, "Humans are drawn to member of the opposite sex. I want to grant the same powers to young men as well." An interesting venture… Themor could hardly believe his ears. Within the first years of active service, the Incubators learned that human males were unsuitable for energy creation. Most died shortly after accepting the powers, and the ones that didn't produced very little energy.

"I can see the look on your face is one of disapproval," Kyubey continued, "Yes, human males are not the best subjects for energy extraction, but I want you to think of it in a different way. Take this example: a farmer has two fields which he plants corn in. In one field, he adds fertilizer to the crops while in the other, he does not. What field will produce the greatest yield of crops?"

"Logically, the fertilized one," Themor replied.

"Exactly, think of these young men as fertilizer," Kyubey went on, "At the ages we are using, young women are very interested in young men. More so than the other way around. If you introduce men into the mix, you will convolute the subjects mind and thus create perfect turmoil with their soul."

Themor's eyes widened. "You will create a more suitable witch." And in turn, a powerful energy source. He could hardly believe his ears as Kyubey relayed all this. The rat grew another step of the food chain. His plan was brilliant, devastating, something the high counsel would want to hear.

"I propose this to you," Kyubey explained, "Allow me to experiment with this idea. I will grant wishes to two young men and pair them with an equally suitable young woman. When she becomes a witch, we will see just how much energy she produces." Themor's throat dried; the blasted human body, as though having a life of its own, was just as shocked to hear such a revelation.

"So be it…" The meeting ended.


	2. A Simple Man

**Chapter 1**

A Simple man

A stream of blood dripped from the shattered windshield of Tomoe-sans car. His body, lifeless, lay sprawled out in the road. The face could hardly be recognized as multiple shards of glass protruded his pale flesh. His mouth, nearly toothless, filled with a mixture of old salvia, vomit, and blood. His neck craned to one side as if to not look at his smashed legs and nearly amputated arm. His wife was no better. Still stuck in her seat belt, her clothes were torn to shreds, a product of seatbelt against the force of the crash. Her chest was crushed; her skull smashed in against the dashboard. While one eye remained half open, shards of broken glass and bone filled the other. She too produced a crimson puddle from her mouth. The smell of death loomed in the air, a potent mixture of burning flesh. The semi that collided with the vehicle has also become a piece of modern art, twisted metal without rhyme or reason. The driver pulled himself from his seat. He could barely feel his right arm, and glancing down at the damage, he saw his mangled fingers, bent backwards wrist, and the blood. His stomach turned to mush as he fell to the pavement, releasing his insides all over the glass covered road. The small glass fragments tore into his hands, and the driver struggled to rise. It had all happened in an instant.

He was driving down the highway, playing music at a level that was probably dangerous. He couldn't care less; he had driven for years and never had a hitch. All he did was make a simple lane change. It was an easy skill. He didn't see the smaller black car next to him; he didn't hear the car horn blare. The sound of metal upon metal ripped into the air. He panicked; his face bled color as he watched the black vehicle collide head first with his semi. The wheel jerked; the front of the semi turned ever so slightly. That was when he hit the white car, only slightly larger than the black one. He saw the passenger door smash in, and everything went black.

Now, he watched the horrible mess he caused. A single body rested in the street, unmoved. The face was barely distinguishable though it looked definitely male. Near the body, the passenger door from the black car sat, crumpled into a jumble. The dead body and the door was all he needed to see. He killed these people. His teeth clattered together as he searched the white car for any survivors. There were none. Only the bodies of a male in his mid forties and two young girl remained. Tears flooded from his eyes as he stared at the two young lives he had taken. One of their bodies had been complete crushed by the impact; only half a torso and a head remained. His teeth ripped into his lips, and the blood ran down his chin. Everything was gone. He dropped to the burning pavement; he prayed for forgiveness, and slowly shut his eyes.

But he had left one person unattended. Settled in the back seat of the black vehicle and impaled by a piece of metal, Mami Tomoe opened her eyes only to see the smoldering wreckage. The air smelled of burning oil, but her senses left her nose. Pain shot all throughout her abdomen as she tried to pull free. Her constant tugging caused the burning feeling to increase. She looked down at the jutting piece of metal. Like a knife, it sliced into her; she could see the blood trickle down her white blouse and green skirt. No, it was no longer those colors. Her entrails had made sure to paint it red like the latest part of a sunset. She tried to call out, but no one returned her call. She screamed for her parents; again, no answer. Tears formed in the sides of her eyes. Her head twirled around the earth and her legs felt colder than ice. Her mind wrapped on one though: death. She was going to die. This thought passed through her brain; her eyes dilated, and her lungs soaked up as much oxygen as possible. Rapidly, her breaths, which had been long to avoid exposure to pain, quickened, and the pain from the jagged slice of metal became an afterthought. She tugged harder and harder on the walls of the crumpled car. Her left leg, small as it may be, was caught between the collapsed front seat and automobile carcass. All her movements stopped. Struggled caused the bleeding to increase tenfold. All she could do was wait and pray, pray that someone would come to save her, pray that there was someone watching out for her, pray that she wouldn't die.

"You seem to be in quite the predicament there." Mami, focused so heavily on her situation, could hear only but a muffle from the strange voice. It was enough to draw her attention away. Standing rather nonchalantly in the gaping hole where the door sued to be was the strangest creature ever. For a brief second, Mami felt the throbbing subside as she gazed upon a creature to exotic to be a cat and just bizarre enough to from a dream. Those piercing red eyes gave it away. She could hardly tell if it was real or not.

The strange little beast continued, "I assume you aren't in the best position to chat. Actually, I must admit that looks rather painful. Yes, yes it does." Mami's eyes widened. The little rat was toying with her. Her last experience on this world would be a white rat making fun of her. She wanted to scream out, to condemn it. Her throat clamped shut. The feeling in her face wavered. The lightheadedness grew.

"I think you already know this," the cat/rat explained, "but you are going to die. Yup, you are going to die and there is nothing any human can do about it. Even if they do get you out, you'll have lost too much blood. That's right you're going to die." Tears formed on the ends of Mami's eyes. She knew her fate. The wound wept ever second. Her mind teetered away towards a wave of darkness. She cried to herself, unable to speak anything.

The white cat could only smirk. "Now now, don't cry my little colleague. I said no one in the human race could save you; I didn't say it wasn't possible. I can easily save you from this situation. It's not hard really, but I need something from you." If Mami could speak, she would have begged for her life, offered anything in return. All she could do was bare the pain and listen to the offer. "You see, Mami Tomoe, I need you to fight for me. I'll grant your wish and save you from this burning wreck, but you need to promise to live, fight and die for me. It's not all bad. You'll be fighting to save the universe, a noble cause." All these words filled Mami's head, but very few clicked. She thought only of one word "save." She wanted to live; she'd give anything, do anything to keep on living. Her eyes watered twice as hard when she realized this offer was truly a blessing.

"You cannot speak in this situation," the creature went on, "So I will make the wish for you, and all I will require is a simple nod. I will not let you die here. Is it a deal? You do understand Mami that I've been waiting for you for such a long time. I need you, right now, just as you need me."

With the feeling nearly gone in every part of her body, Mami worked to move every muscle in her neck. She struggled to do something that she had taken from granted to much. Her teeth clenched as her chin brushed the frills on her blouse. Her princess curled hair swayed into her face as she lifted her head. The creatures smile never let up.

"And so a Puella Magica is born today."

With a gasp of air filling her lungs, Mami shot up from her bed. The room around her was nearly pitch black. Her pupils took time to adjust to the light, but once they had, it was like she could see in the dark. A certain somber resonance hung over the room while machines bleeped and bopped. She looked down at her right hand. An IV stuck deep within and lead to a bag full of water. She was no longer wearing her blood soaked clothes, but instead was placed in a white hospital gown. Her bed was lumpy and cold; the room reeked of medicine and antiseptics. With a sigh, she rested her head on the pillow.

"Good morning!" Mami shrieked as the face with beading red eyes and an insufferable smile looked down upon her. "Please, am I really that scary?"

Still breathing heavily, she said, "You startled me…"

"My fault," the creature replied, "You see, I'm not too good at reading human emotions in a time like this. What may prove frightening to you is simply a series of fascinating occurrences to me. You humans are very interesting to watch." Mami, unsure what to make of this "thing," cocked her head, listening to his babble about this and that. Her mind was hardly focused on him. Upon waking, she thought it has only been a dream, but the hospital proved her wrong. She wouldn't be in one if there hasn't been a crash.

She then recalled her wound and the jagged piece of steel that impaled her. Hiking up her hospital gown, her stared down at her stomach. There was nothing there but her belly button. No mark or scare remained. It looked as though no one had ever touched her belly. The creature was looking down at her; he propped himself upon the railing the hospital gurney. He stared directly down her exposed belly and panties. Her face flushed as she pulled the gown passed her legs.

"Do not think anything of it," the cat assured, "Though it is in your nature and age to be embarrassed about such things, I am incapable of feeling those form of sexual desires. Modest will not be required."

Mami continued to blush. "You speak so formal."

"Do I?" She nodded. "Ah, you must forgive me then. I do not mean to. It's something I can't help. Call me a formal entity."

"Who are you?"

The creature bobbed its head. "I am Kyubey, and you are Mami Tomoe."

"How do you know my name?"

Kyubey jumped down from the railings, cuddling in her lap like a new born kitten. Mami couldn't help but smile when she saw the odd little creature licking himself. "I know everyone who is worth knowing. You're Mami Tomoe, an 8th grader at Mitakihara Middle School. Actually, you will be a 9th grader in about two months. Your hobbies include reading classics such as Shakespeare, watching variety shows on TV, and trying on clothes at the mall. Currently, you have no future plans though you are considering taking over your family's restaurant. All in all, I can say you're a typical girl around your age."

"I don't know if I should be impressed or a little creeped out…" Mami muttered, trying to hold back a chuckle. Despite her words, she was far more impressed than she was scared of Kyubey. He had saved her life after all. She owed him a debt beyond anything she could pay currently.

She smiled. "I should thank you for saving my family."

"Your wish only specified yourself."

The words passed in one ear and out the other. "What do you mean?"

Again, Kyubey jumped from his spot. He landed on the nearby counter, the one with the small sink. Using his paw, he bumped the handle, creating a steady flow from the sink. His lips touched the clear liquid and no sound could be hard. He looked to Mami once again. "You are the only one who survived the crash."

"But my parents…?"

"Are dead," Kyubey finished, "The wish I granted you only specified salvation for yourself. I have no liberty to simply revive people for the sake of reviving them. That would disrupt the flow of energy within the universe, and we don't want that, now do we?" Mami's mouth hung open. This world could only be a dream to her. She wanted to wake up; she yearned to be in her own bed, away from this thing. The faces of her parents spun around her head. Tears drained from her eyes as her small hands gripped the bed sheets. She let out a yelp. Her words, strung together incoherently through sorrow, became nothing more than mindless babbles.

Kyubey made no sudden movements. "You should be happy. You are alive; don't you think your parents would prefer it that way?" Mami's barrier stopped his words dead in their tracks. No amount of logic could reach her as she cried out. The gown darkened from the moisture. The nurses packed into the room, babbling about test results or the patient has regained consciousness. Only one nurse offered her condolences through nothing more than a simple back rub. Mami continued to cry. Through all this, Kyubey remained hidden through his wall of magic. No one but Mami could see his odd body or question his reason for being there. He watched in the shadows, assessing the current turmoil radiating throughout Mami's body.

"Humans are so peculiar," he said to himself, "They whine and complain about the people in their lives only to morn them upon their death bed. Such a strange race."

Mami refused to talk or eat for the next day. The hospital staff begged her to move around, talk to them, eat anything, but she merely refused with a lackluster grunt. The doctor finally ordered his staff to leave her alone for the next day and let her mind recover. While the room remained empty of all other human life, Kyubey remained, watching his newest prodigy in her weakest moment. He monitored her every actions. He needed to make sure she wouldn't become "unusable" before every piece had slipped into place. A Pullea Magica in despair could mean the formation of a premature witch, a useless hunk of black mass that provided little energy to aid his cause. In realty, keeping her in such despair added profusely to his plans. He could have easily revived her parents, and it was probably the wish on her heart at the time. She wanted to save them all and return to their happy lifestyle. Kyubey knew the burdens parents presented. When a child finally became a witch, sometimes the body was lost. Parents would begin year long searches for their child only to discover nothing but a broken dream. They hindered the witching process, giving their children confidence and hope. A Puella Magica need nothing of the sort.

Finally, Kyubey grew bored of waiting. "Mami, can you hear me?"

"You're still here…"

"Now, is that anyway to talk to someone who saved your life?" Mami turned on her side. Their eyes met; she looked about ready to cry again. Another outburst of emotion would mean another useless day of waiting. His patience was growing thin. Also, he hated to see these girls cry. As he had said to Themor, he took great pride in his work, and these young girls were every bit as important to that job. He had no urge to see this girl with the bright blonde hair and soft yellow eyes cry again. No, it would be a waste of beauty and time.

"Mami, may I pass along some insight?" Kyubey posed. He didn't wait for an answer. "I've noticed that human parents are very protective of their children. Most parents want what's best for their offspring. Do you think that your mother and father are upset that you managed to survive?" Without speaking, Mami sat up. Her lips parted, ready to speak, but they said nothing. A few words hung upon her lips. "I can tell you for a fact that your mother and father are glad you are here. You shouldn't be upset about their loss, but be rejoicing for your own salvation. Think about all you can accomplish in their name now that you have been given a new lease on life."

"What can I do?" Mami posed, "I'm one girl…"

Kyubey said, "You can do far more than you think. Reach into the pocket of the gown. Allow me to introduce you to a world you never thought could exist." Just as Kyubey instructed, Mami slid her smooth hands down into the pocket of the gown. Expecting to find it empty, she let out a small gasp as she pulled out an egg shaped object. She played with it in her hands. The cold metal dance on her frail skin while her fingers tingled at the strange warmth it gave off. The egg, though looking elegant, was not Faberge. The glowing orange interior was encased in fine gold. The sparkle reflected in her eye. It was the most gorgeous thing she had ever seen.

"What is it?" she asked.

"That is your Soul Gem," Kyubey explained, "it contains the powers of a Puella Magica, powers you have agreed to accept through your contract with me."

"Contract?"

"Saving your life," Kyubey reminded, "When you nodded your head, you agreed to be my warrior and promised to protect this world. Do you understand?" Mami could only nod her head. The incident in the car was all a blur. She remembered seeing Kyubey but couldn't recall anything he had said. Her mind wavered multiple times during the ordeal.

She posed, "What do I do with this?"

"With this, you can become a Puella Magica, a magical girl," Kyubey continued, "This little egg gives you abilities far beyond that of any human. Did you notice when you woke up how well you could see in the dark?" As Mami thought back to the previous day, she recalled being able to see clearer than before. It was like having night vision almost. "As a magical girl, you are superior to your fellow humans."

"I don't know…" Mami replied, "My parents…"

"Are happy for you," Kyubey assured, "You're alive, a better person than you were before, and will find life far more appealing. Granted, you will have hardships, but you parents would be ecstatic if they could see you like this." For the first time in a day, Mami smiled. Kyubey knew she was giving in. it wasn't as though she had a choice though. She signed the contract by making a wish. If she backed out on it and kept her powers dormant, a witch would easily find her and make a snack out of her.

Mami's grin grew longer. "I've seen this stuff on TV before. These girls go around in frilly outfits and collect cards or something like that."

"I wouldn't confuse fiction with reality."

"I wasn't."

"Being a magical girl is dangerous," Kyubey mentioned, "You'll be confronting an evil force known as Witches. They feed off humanity, and the Puella Magica deal with them. As I said, you will face hardships."

Mami gripped her Soul Gem as tight as she could. It was her heart and soul. Kyubey was right. Her parents would want to her strive on. If it meant she had to fight, she would. Life didn't offer many other roads. Kyubey said it himself. She had no real goals or aspirations. Her family's restaurant was as good as dead. The closest thing she had to a family was her mother's sister and her family. Ironically, Mami and her aunt couldn't stand each other. Her aunt viewed her as a spoiled brat, who never learned anything about modesty and hard work. For that, Mami avoided her aunt as much as possible.

"I'll be protecting people, correct?"

"In the name of your sacrificed parents," Kyubey assured, "I'm sure they're watching you with a smile."

"I'll do what I can," Mami replied, "for their sake. When do I start?"

Kyubey scratched behind his ears. With her acceptance, the tension drained away. Mami accepted her agreement like most. The control had been found. Now, all that remained was to combine the control and the test subjects. "First, you need to go through the ropes. It'll take time to understand your powers."

"I'll be going through training?"

"Not till you get out of the hospital," Kyubey returned, "When you return to school. No, when your parents have been buried. I'll introduce you to your teacher; he'll show you exactly what the witches are capable of." Kyubey jumped from his perch and head towards the door. Mami called out to him, but there was no response. With Soul Gem in hand, she was left alone.

All in all, Mitakihara town was a rather safe area. It lacked the criminal underground in Tokyo, but was vibrant and busy enough to consider business. Kyubey found this to be an ideal location for the formation of contracts as most of the girls seemed willing for a slice of adventure. As he jumped from railing to road, his eyes scanned every person who walked by. Most lacked the magical qualities he searched for and were a little more than cannon fodder. Unlike Tokyo, Mitakihara didn't have as many suitable candidates despite its promising outlook. Many of the citizens here were animals, living in pens designed for them by superiors. It disgusted Kyubey as he headed for the darkest parts of town. The northern side was a cesspool of yakuza and drug loads. Hell, Japan was one of the strictest nations on drugs, yet they bore a population more willing to divulge in such practices. As he knew, Mitakihara was peaceful compared to Tokyo. A human being of any kind would not want to set foot in such areas unless they expected a harsh and subtle beating, free from government intervention.

While the happiest parts of town provided the best contracts, the slums gave little in way of energy. Most of the shadow patrons were men and whores, who were more concerned with the night life. Kyubey needed bright vibrant citizens, usually girls as they proved to be the brightest of the bunch. If he had his way, Kyubey would have avoided the crime community all together. Though he was invisible to all but those who had magical prowess or those lucky enough to be granted the right to see him, Kyubey disliked the continuous stares. They were never directed at him, but Yakuza and gangs of a similar nature always had a watch. Those men were demons with multiple eyes; they missed very little.

"A rat sneaking by a rat…" Kyubey chuckled, "This is a truly ironic world."

Slightly on the outskirts of Mitakihara, just past the Northern slums, Kyubey trekked along the railing from a bike path. His contact, a young man with striking black hair, sat upon a bench, eating away at what looked like a fish shaped pastry. Pausing for a second, he surveyed the boy. He was a fine specimen found about four months ago, right when Project 24601 began. He was the first of two young men to successfully sign a contract and become Puella Magica.

"Are you enjoying that?" Kyubey inquired, keeping his distance from teenager. It was a safety measure when dealing with someone as unstable as this boy, and Kyubey grew accustomed to his outlandish greetings. With a flash, the boy produced a single broadsword. The blade glistened in the setting sun; he chopped down at the place Kyubey stood. The swing happened in an instant. Kyubey, his mind free, jumped backwards, feeling the wind and pressure from the blast. The railing was crushed under the might of the sword, a task no ordinary human could do.

The blade vanished as quickly as it appeared. "You bastard, I told you I'd kill you if I saw you again."

"You've made it quite clear on multiple occasions," Kyubey returned, "I am merely the wish granter. You must live with the choice you made. Besides, it was necessary for you to do your job properly."

"If I would have known what awaited me, I never would have made such a wish," he laughed, "I don't mind the witch hunting or the magical powers. I can't stand this filth all around me." He returned to eating his Taiyaki. Every ounce of bean paste entered his mouth; none was wasted. Kyubey watched as the boy devoured the fish shaped bun. His index finger forced it down his throat.

The boy spat. "God, those taste like shit…"

"Then why do you eat them?"

He shrugged. "Who knows? Two fish out of water have a lot in common. For one thing, they can't breathe and eventually die."

"But you are not a fish," Kyubey reminded, "and that Taiyaki was put through a mold. It has never lived in its current state."

"Enough about a pastry, what did you want?"

Kyubey scratched his face. "So odd. You attack me and then expect to hold a conversation like civilized life forms." Upon hearing this, the boy gathered up his trash and headed off in the opposite direction. He tossed the paper into the street and paused to watch the wind take care of it.

"If you don't need me, I'll take my leave."

"Michio Konomo, I have a task for you." Kyubey would not allow this boy to walk away. Not after traveling all the way to meet him on the furthest spot in town. Again, the boy spit, facing Kyubey with a scowl.

"What would that be?" he posed, "Another witch pop up and is terrorizing the local school children. Get someone else to mess with it. I know you have multiple Puella in this city. I'm not the only one.'

Such a difficult entity to work with. "Witch hunting may be a part of this, but the task branches a little more than you're used to. I want you to accompany my newest Puella Magica on her first few missions. Show her the ropes and the tricks of the trade."

"Get Akio to do it…" Michio scolded, "He'll touch anything with a pussy."

"I'm getting both of you to help," Kyubey explained. If he was like any normal human, he would have found this encountering frustrating to say the least. This was one time where his lack of emotions paid off.

"You trying to break up our partnership or something?" Michio asked, "What? You plan to throw some women in there and get us jealous of each other. Akio's already got a girlfriend; he can thank you for that. I'm not interested in women from this country."

Kyubey shook his head. "I'm trying to introduce her to the trade. I'm not asking for a commitment. It might be, as you humans say, fun." Micio broke out in crazed laughter. His hands locked to his hips as his voice belted down the street. A few onlookers stared only to return to their business seconds later. "Besides, she's cute by human standards. It may be enjoyable eye candy as you would call it."

"For Akio, maybe. Not for me."

"You dislike society's conventions." Kyubey went on, "Is it truly that bad?"

Michio's hands dug deep into his pockets. "Yea, you don't see things the way I do. I went through most of my life not knowing anything. I never had contact with a human beyond touch, all communication was through brail, I couldn't even speak my mind. I had dreams about this world. Was I ever wrong… Look at this place Kyubey, it's a drunken society of miscreants more concerned with the status of their lust and sin. For twelve years, my mother lied to me about my father. He walked out the door, and then when I could finally meet him, he wasn't there. She's no better. She's become a bloated whore, looking anywhere for her next pity fuck and using what remains of the welfare money on booze. She's nearly sapped up my remaining medical account, spent it at a host club. And that's just my family. Look at this world. Every politician and liberal do gooder sits around, smoking their pipes and watching as civilization runs itself into the ground. They're more concerned with censorship than true social problems. Have you see any government worker come to my house, apprehend my mother, pay me back my money? Of course not. They'd sooner take it in taxes to fund their next golden scheme while the rest of the country struggles to live in a recession fifteen years old. And you ask me if I dislike society. You've given me a power to help as many people as I want. What happens when the witches become too much, and the politicians and harlots and business men are forced to flee? Who will they turn to? _I'm a simple man_, Kyubey, who wants nothing more than to hide away from this scum. They will look to me, put me on a pedestal. They'll look up and say 'Help us,' and I'll tell them no."

"Forgive me." Kyubey bowed his head. "I did not know your opinions ran so deep."

"What time do I need to meet this girl?" Kyubey's ears perked up. He half expected Michio to refuse and walk away after such a tirade. Every day, humans surprised him with their illogic. He thanked them for it. If humans were truly logical, then Puella Magica would never exist.

"In one week, at Mitakihara Middle School," he informed.

Michio scoffed, "A place for children…"

"I figured you could introduce yourself."

"To a child… What do you want me to do, breast feed her?"

"I believe that would be difficult for you," Kyubey replied, causing Michio to chuckle.

The boy nodded his head. "Yea, I'll meet her and show her whatever she wants to see. Fish have to stick together after all. It's law. A school of fish is always more protected than a loan one. Don't know if it works the same way with those out of water, but we'll see." Holding his left hand up, Michio signaled his farewell, slogging his way through the city streets towards home. Kyubey watched him until he rounded the bend. That child was the true product of Mitakihara North. The Puella dared call him _Incubator_ while his mother grew the most repulsive of creatures. Seeing his path stuck until next week, Kyubey returned to Mami. He took the rout around Mitakihara North.


	3. On the Hunt

**Chapter 2**

On the Hunt

As Kyubey instructed, Mami threw off her pajamas and changed into her school uniform. The dark plaid skirt and tan top had once been a highlight for her; she loved how adorable the ensemble was. Now, it only reminded her of life left behind in a burning rubble of twisted metal. It had been one week since the crash and a funeral had yet to be held. Her dreaded aunt, cousins, and close family friends were making their way into town. A few stopped in to see her at the hospital; they considered it a miracle she was still alive and unharmed. Once the discharge paper had been filed, the visits stopped, and Mami headed back to her parent's apartment. Unable to bear the pain, she left the complex and found a smaller unit on the East side of town. It was a further walk to school, but she could bypass all the places her parents took her as a child. To think, all this was done in a week. It felt like a lifetime for Mami. The cold clasping hands of death surrounded her; only Kyubey offered any form of condolences.

"You look nice," Kyubey said, standing erect on the living room table. Except for his leave of absence early in the week, Kyubey stuck by Mami's side. He never let her and always inquired about her emotional state. It took all she could to smile for him.

Mami's finger played with the hem of the skirt. The cotton fabric scratched her already tender skin. She spent most of the days pick at them. "Couldn't I take another day off? At least let the funeral pass."

"I think it's time," Kyubey replied, "As they say, live and let live. Besides, you'll be beginning your training today. I'm sure you will love Michio; he's a very nice young man." Lying was the first skill Kyubey learned when dealing with humans. They were easily toyed with, and many took words at face value. It made manipulating them all the more enjoyable.

"I don't know…" Mami groaned; she dropped to the floor and ran her hand along Kyubeys back. He was lost like kitten despite having such sort fur. She could run him all day. "I don't even want to go back."

"You can't stay cooped up forever."

Mami sighed. "I know. I'm not sure what to make of this, being paired up with some strange guy I don't even know."

"He won't mind at all." Another lie. "He's one of the best and most powerful Puella Magicas in the area. If anyone can teach you, it'd him." Mami let out another sigh. She knew it was impossible to reason with Kyubey; he was too logical and business like. She wasn't afraid of this mentor, but of how she might come across having just lost her parents. Being fourteen, almost fifteen, Mami took a careful interest in boys, and although her father could never squeeze any information out of her, she had frequent talks with her mother. Being paired alone with a young man only added to the stress she was already facing. She would probably come across depressed, and very few people enjoyed hanging around a person so focused on melancholy. Still, he could never understand what it was like to lose parents in such a horrific way.

"What did this boy wish for?" Mami asked, hoping to gain some insight on his life. Perhaps knowing a bit about him would help ease the tension.

Kyubey, with his never ending grin, hoped to her lap. "I am unable to disclose such information. You'd have to ask him."

"I'd have a feeling you'd say that…" With that, Mami gathered up her school bags, making sure to pocket her Soul Gem as Kyubey ordered.

"Keep it with you at all time," he had said, "Never let it go. It is your life after all." Mami wasn't a fan of cryptic answers, but Kyubey was full of them. She took it with a grain of salt but still kept the Soul Gem close. It radiated towards her, and the further she moved from it, the colder the room seemed to get.

"I'll meet up with you after school," Kyubey said as she shut the door.

Vvvvvvvvvvvvvv

The weather outside started to warm up. Mami hated walking to school in the cold. Whether she wore stocking or not, the air always nipped at her bare legs. In warmer weather, she had no problem wearing a skit or walking anywhere. She just needed to watch for the wind and the occasional pervert, which her school fortunately seemed to lack.

Mitakihara Middle School was located near the center of town. All the children went to either the elementary, middle, or high school branch. The city even had a college in the southern part, but it was a small university and most students traveled elsewhere. The uniforms for all three branches were rather similar with the high school having a notably different color for the shirts. While the elementary and middle wore a tan shirt, the high school students were blessed with the even livelier black. The school was almost a walking graveyard of dark colors and darker halls. Most of the classrooms faced inward and lacked windows. The school halls were lit mostly artificially. It felt more like a prison at times than anything else. Mami, however, didn't mind. She found the uniform cute, the people generally nice, and teachers competent. Most students didn't complain anyways minus few annoying transfers.

The exterior of the building was nothing special either. As Mami walked towards the gates, a few girls passed her by, saying "hello" with chipper smiles. Mami simply waved while trying to smile. It didn't work too well as her face grew crooked and frightening. Upon seeing this, the girls glanced at each other, whispered something, and fled the scene. Mami didn't blame them. She'd probably run if someone looked at her the same way. More importantly, she prayed it wouldn't spread. Mami usually hid under the radar, knowing most of the students in her class but not being too friendly with them. Out of the rather small class, she knew approximately 75% of the students but regular talked with ten of them. That being said, she enjoyed the company of others but avoided crowded situations.

As entered the gates, the thought passed through Mami's head. She didn't even know who this boy was, what he looked like, or where she'd fine him. Kyubey never gave her name. Hell, she wasn't even sure what class he was in. But all her fears came to end. Lazily leaning against the side of the middle school building and under the constant stares of students, a single high school student smoked a thick cigar. The cloud of smoke nearly covered his face, and it was apparent that this young man was several years older than Mami. She felt a wad of spit grasp the back of her throat. She expected someone in her own grade, and someone with…far nicer eyes. He had piercing brown eyes and messy haircut that was cut just sort of her eyebrows. As he placed the cigar upon his lips, Mami noticed something far more disturbing about him. For the last minute, he had been watching her intently. Their eyes met, and with a half smile, he waved her over. Mami's whole body shook as she teetered towards him. Beas of sweat formed on her brow; she felt tears come to her eyes. He was at least a head taller than her, but his arms and legs looked like ramen noodles. Gangly was the only way Mami could describe him. With this thought, she giggled. From such a close distance, he was about as intimidating as tadpole expect for the disturbing eyes.

She asked, "Did you want to see me, senpai?"

"You're Mami Tomoe, correct?"

"Yes." With that single word, the boy lunged off the wall at an incredible speed. Mami tensed up. This was it. He was going to do something. She gripped her school bag tightly and prepared to smack him with it. She could scream. There were people all around her. He might be able to fondle her for only a second, but someone would be there. She was pretty fast too. His hand shot up like lightning. She shut her eyes.

"I'm Michio Konomo," he said; Mami peeked through her eyelids. He was holding his hand up for a shake like any normal civilized person. "What's wrong?"

Realizing how awkward her actions were, Mami grasped his hadn tightly and shook it. "Nothing! Nothing at all!" she defended, "It's nice to meet you, Michio. Hehehe…you're a lot older than I'd thought you'd be."

"Sorry about that…" he muttered, "I can't really control my age."

"I didn't mean it as an insult…"

Michio picked up his school bag and slung it over his shoulder. His piercing eyes receded, and instead, they glowed dimly, almost lifelessly. Without a word, he began walking down the courtyard towards the high school. Mami gave chase, unsure if he wanted her to follow. He never objected, so she kept close behind as they entered the high school portion of the school. Now, Mami was the odd man out, and multiple stares targeted her.

Michio spoke up, "Kyubey told me a bit about you. Says your family just died; I'm sorry about that."

Even with the excitement, she still hadn't forgotten. "Thank you…"

"He also told me the funeral's today," Michio continued, "If you'd like, I can take you there after we make out rounds."

"Our rounds?"

"You'll be witch hunting today. Akio was supposed to join us, but he's probably made plans," Michio explained, "Don't worry. I'll handle everything." Michio gave Mami a small smirk before scanning his surroundings. Students of all shapes and sizes flooded into the building. A few said "hi" and some waved, but very few acted as if they knew him well. As Mami observed this, she noted her mentor's expression. It was one of apathy like this school meant nothing.

She said to cheer him up. "You're a lot nicer than you seem."

"No…" he replied, "I'm not. You best remember that."

"But you've been very kind to me so far."

Michio cocked his head. "Akio told me to be nice, said I might scare you or give you a negative impression. I figured if we'd be working together, it was better to be allies than enemies." Mami bobbed her head though she could barely comprehend what would have made someone so disillusioned with life. The cigar in his mouth was nearly at the tip; Michio took what was left and flicked it into the grass, stomping on the ashes.

"Do you smoke a lot?" Mami posed, "It's not permitted on school grounds."

"Yea," Michio replied, "but I try to avoid this place. You won't see me here much. Akio will be around though; talk to him if you have any questions after today."

"Who is Akio?" For the last ten minutes, Michio reference this other man on multiple occasions yet provided little or no explanation on said person. Mami assumed he was a friend, possibly another Puella Magica. Though as she watched Michio's demeanor, she wondered how anyone like him could have any friends. He smelt like an ash tray, had thick bags under his eyes, and he carried himself about as proudly as a dead cat. Everything about him seemed down as if the sun never shined in his childhood.

Pausing for second, Michio opened his mouth. "He's…a fellow colleague."

"He's your friend." Mami grinned. So it was possible.

"You could call him that…"

Mami asked, "Where is he? I'd love to meet him."

"I'm sure he'd love to meet you too," Michio replied, coughing from his smoke, "You are a girl after all. Right now, Akio's probably flirting with his girlfriend…or some other woman for that matter. You can thank Kyubey for that one. That rat bastard really knows how to grant a wish. Met him before he became a Puella Magica. Amazing the change in just a few months."

"What was his wish?"

"To be popular with women!" Michio exclaimed, "Akio is a white faced loser and an otaku. Women hated him. Now, they love him. Isn't Kyubey wonderful?" The level of sarcasm in his last sentence was enough to make Mami chuckle. Despite Michio's negative opinion of the white creature, she agreed with his statement if the sarcasm was removed. He brought her back from death's door. It was a physical miracle; even the doctors couldn't explain it.

Mami said, "He's not all bad."

"Maybe not to you," Michio muttered, "but he ruined my life… Not that it was peaches and cream before this."

She frowned. "What was your wish? You made it. You can't blame Kyubey." Mami instantly regretted her words as she felt Michio's fist tighten around the collar of her shirt. He pulled her off the ground enough that her feet were scraping the pavement. He exerted enough force to knock the wind out of her. Mami gasped for air.

"I believe you're getting into personal territory and should stop," he ordered, "Akio might be shit faced enough to spill his guts to me, his girlfriend, and anyone else he damn well desires, but I'm not so loving." He dropped her, and Mami's lungs inhaled as much air as they could hold. She coughed like a madwomen; tears formed in her eyes.

Michio frowned. "I'm sorry. I shouldn't have done that… Let me." His words stuck to his tongue. Mami brushed off her skirt; his eyes followed her legs down to her shoes. "You wouldn't happen to be in Ayami Ibuki's class?"

"Why?" Mami posed once she regained her composer. In a second, Michio's attitude changed. The bags under his eyes lifted; he looked like a free spirit. Mami giggled at the sudden change, and her mentor didn't seem to mind.

"She…helped me before," he answered, "You wouldn't happen to have her as a teacher."

Mami shrugged. "Sorry, I don't, but if you come with me to the Middle School, I bet you can find Ibuki-sensei." In all honesty, Mami never heard of the lady. She assumed perhaps the teacher retired or changed schools. Most students talked about their teachers, but never once had she heard of an Ayami Ibuki.

"I would really like that, Mami. You wouldn't mind me following you, would you?"

"Not even Mami-san or chan…" she muttered, "It's really impolite to just use my name especially since we just met." Even worse, Michio wasn't quick to offer an apology. He watched her for a second before grinning menacingly. The glaring eyes and crooked smile returned; she felt uneasy again.

Michio said, "I'm not one for pleasantries. Call me rude; I don't care."

"It's still rude, Michio-san…"

"Drop it for me… As I said, I can't stand the formality. It's a waste of air." Mami smirked. In a way, she felt like she was seeing the real Michio and not the hard headed person he always displayed. Her better judgment told her to back off, but the temptress in her ear told Mami to have some fun.

"What am I supposed to call you then?"

Michio shrugged. "I don't care. Michio is fine."

"How about Captain Gangles," she piped up, "Aw! That's adorable. That's your new nick name, Captain Gangles."

"What the fuck does that mean?"

Mami continued, "You know, you're so tall and skinny. You're like a string bean. I'm going to call you Captain Gangles." Normally, such teasing would do little to affect Michio's constitution. Being called Captain Gangles by a fourteen year old girl irked something deep inside of him. He found his teeth gnashing together, and his blood boiling hotter than lava.

"If I'm Captain Gangles, then I need a name for you," he shot back. His eyes ran up and down Mami to see if there was anything of interest to poke fun at. Unfortunately, she was rather pretty, and her skin was practically white. The car crash did little to affect her appearance though he figured Kyubey had something to do with that. Though the rat claimed to be emotionless, he acted more like a typical pervert.

Michio snapped his fingers. "Melons! Cause your boobs are so big." A school bag to the face sent him straight to the floor.

"We just met…" Mami stammered, red faced. It only lasted a second, and a deep breath helped calm her. "How about we skip the nicknames then?"

"Fine by me." Mami helped her new friend to his feet.

Vvvvvvvvvvv

As promised, Michio escorted Mami into the middle school and stuck to her like glue as she put on her indoor shoes and headed for class. The five minute warning bell was close to ringing, and most students trekked off to their respected classes. Only Mami was stuck in the hall with a gangly high schooler, who searched every class and down every hall for a teacher. He spat as he realized time was almost out. High school students were not allowed into the lower level buildings unless they were accompanied by someone from that school.

"Perhaps we can look after class?" Mami inquired as they arrived at their class room.

Grinding his teeth, Michio kicked the wall as hard as he could. Mami flinched at the sight, thinking of how horrible it hurt. "This is bull shit… She's got too be here." In his fit of rage, he kicked the wall a few more times. The ensuing banging sound sent a shiver up Mami's spine. She backed away for good reason. She knew well enough of the thin walls in the middle school. It wasn't more than a minute before the teacher of that classroom threw the door open and came charging out.

Instead of some stuffy old man, a young woman charged out of the classroom, ready to wallop whoever dared kick on her wall. Mami instantly recognized the woman; she'd seen her walking around the school on multiple occasions. With short brown hair and soft eyes despite her anger, the teacher stood just higher than Mami and barely reached passed Michio's chest. Mami giggled as she watched such a little lady confront such a tall man. Fortunately, the so called "tall guy" had a mouth bigger than his fists.

"I don't know who is-" she froze. The teacher's eyes widened as she stared at Michio. Her scowl morphed into a smile, and her hands shot out, grabbing his arms tightly. "Michio-san? Is that really you?"

His face turned beat red. "Ibuki-sensei… I'm sorry; I didn't know this was your classroom."

"Just don't do it again," she said, "and you can call me Ayami-sensei. I said you could." A dull silence fell over the conversation as Michio tried his best to keep his eyes focused on her. Ayami Ibuki, though petite, was gorgeous with near flawless skin. Seeing Michio acct a complete 180 from early, Mami broke out into laughter.

Ibuki-sensei quickly noticed her. "Oh! I'm sorry. I didn't see you there. Are you Michio's friend?"

"You could say that," Mami replied.

"A girlfriend maybe?" Ibuki added.

Michio pushed his way between the girls. "She's in the middle school if you didn't notice. I'm single. You shouldn't be surprised though."

"No…" Ibuki muttered, "It's only been a couple of months. How have your classes been going? I haven't talked to you since you recovered. I wanted to drop by for a visit, but classes and homework keep getting in the way. You're eating well, right? I hope you're not getting in trouble either."

"Enough with the 20 questions…" Michio said, "I'm doing fine. You should visit. Mom's not home much, and it can get pretty lonely."

With a grin, Ibuki grabbed hold of Mami's shoulders and pushed her into Michio. Their bodies collided; Mami's face turned bright red. Michio, on the other hand, simple pushed her off, showing no care that such contact was made.

"What about her?" Ibuki teased.

"We just met today…" Michio replied, "Besides, I don't really want to take her to that part of town. Who knows what they'd do to a girl like that if we got separated?"

Ibuki chuckled. "Hey, I handled myself when I came to visit."

"That's different…" Michio stuttered. His face beat bright red again. Mami, seeing the reunion may last longer than the bell would permit, slipped away into her class. Neither Michio nor the teacher noticed, and she took her seat in the center of the class, a smile on her lips. To her, Mentor Konomo was an adventure beyond any she'd ever taken.

She leaned back in her seat. "Good luck to you, Michio."

Vvvvvvvvvvvvv

With the day more than half over, Michio relaxed his back against the chained fenced on the roof. He sighed a few times, basking in the warm sunlight and the cool breeze. For once, the air smelt fresh. The smell of sewage and smoke that lingered around the north dissipated from his nostrils. All that remained was the presence of bliss and tranquility. Seeing Ibuki-sensei again brightened his sprites. He imaged her slender body holding him close just like she used to. It was an image he set in his mind years ago, before she became a teacher and worked as a lowly tutor. Back then, the only pictures of her were descriptions; his mind drew the rest. Everything about her from her smell to her touch felt right. Seeing her in person, how short and beautiful, was a bonus. For the first time in months, Michio truly smiled.

But his senses were akin to the ominous presence of his supervisor. "I see you met that woman again."

"Is there a problem with that, Kyubey?" he posed, refusing to look at the white rat. The small pitter patters from his feet grew closer until those lifeless red eyes stared right down at him. Kyubey propped himself on Michio's chest. His weight pushed down; Michio gasped for air.

"I have no problem with your interaction with her," Kyubey stepped off, allowing the Puella Magica to breathe freely. He could control his weight by manipulating the mass within his shell. It was a simple process, and one of the first he learned. It worked too…increase productivity in those who refused to do their job. Michio was just one of the many. He said, "I just don't want her interfering with your hunts."

Michio sat up, tearing open his shirt. A huge bruise formed on his chest; Kyubey felt like he weighed a ton. "Ibuki-sensei won't. He probably won't even see each other again."

"But you want to see her again, correct?"

"Why do you care if I do?" Michio inquired sharply.

Kyubey said, "I just want to make sure another incident won't happen. You do remember what happened last time?" Michio pulled back his argument. As much as he wanted to shout, his vocal chords dried into raisins. He felt lost and defeated. Nearly six months ago, right when he first made his contracted, Kyubey sent him downtown to search for a witch, who had been feeding off the local residents. While there, Michio ran into another Puella Magica, a girl by the name of Kotomi. She was young, far younger than him and most likely younger than Mami Tomoe. She too was hunting the local witch.

"You really have no care for human life," Michio mumbled, "She was eleven."

"And she died for a cause," Kyubey replied, "When I give people these powers, I don't expect them all to survive. Only the fit will remain."

"As I said, you have no heart."

Kyubey nodded. "I am also not human." It was a pathetic excuse. Kotomi agreed to help Michio take down the witch. By feeding off so many people, it became a force to be reckoned with, and two Puella Magica were better than one. Together, they faced off against Matilda, an electrified eel that spewed a disgusting black goop. At the first, the fight had been going in their favor. Matilda couldn't keep up with the constant barrage of attack. Michio was sure they would win. Then Kotomi made a mistake. Unexpectedly, she jumped in for the kill shot; the eel showed its true colors. With a poisonous barb that shot from its mouth, Matilda impaled Kotomi. She died instantly; her Soul Gem was crushed from the fall.

"Is that what made you hate me so much?" Kyubey asked, "That girl made her choice. She wished that her parents wouldn't get divorced; I made them live happily ever after."

"No…" Michio replied, "That just showed me how cruel this world was. I hated you for introducing me to the sights and the sounds that exist here. I wish I was blind."

"You've already had your wish."

vvvvvvvvvvvv

Mami was the last to leave school that day. Michio ordered her to wait in front of the Middle School, but he had yet to show himself. Ten minutes passed and then twenty. Mami furiously tapped her foot, checking her cell phone for the time. A few students passed her by, making little fuss about one girl standing by the door. The sun was high in the sky. Within the next couple hours, a funeral she dreaded more than anything would begin.

A half hour after the final bell rang, Michio arrived at the spot. Mami was ready to scold him, but she bit her tongue when Ibuki-sensei stuck near him. The two chatted for a few seconds longer before she waved goodbye and retreated into the middle school. Michio ran his finger through his hair, letting out a sigh. He ruffled his greasy black locks and spat. A cigar appeared from his back pocket.

Mami decided to jump in and surprise him. "I don't know if Ibuki-sensei would like if you smoked so much."

It did nothing to faze him. Michio lit up. "What do you think we were talking about just now? She said it was best for me to stop but left it at that…" Grunting, Michio pulled the smoke from his mouth and dropped it to the floor. His foot crushed it into tiny pieces, and the cool wind carried it to the heavens.

"How do you know Ibuki-sensei?" Mami asked, watching the ashes float away.

"She used to teach me at home. I couldn't go to school back then."

Mami cocked her head. "Why not?"

"Again, you're getting a little too personal for my taste." Mami anxiously apologized and kept apologizing until they departed from the school and headed off into the city. Michio refused to comment further or even talk as he surveyed the area for what he called "possible targets." Mindful of this, Mami kept silent, gazing at the many tall buildings or peeking into a shop window to look at the stationary or plush toys.

"You should be mindful of your surroundings," Michio scolded when she lost complete focus. To Mami, the streets seemed normal enough. They were full of lively children, who skipped home after hard day of class, salary workers busily talking on their phones, and the occasional housewife. The witch hunt devolved into boredom. It was no different than walking around town for the heck of it.

Despite his precise instructions, Mami opened her mouth, hoping some pleasant conversation would lighten the mood. "So, what are these witches like?"

"Depends on the witch," Michio answered, "Some are big, some are small, but they'll all try to kill you. They feed off humans or so Kyubey tells me." The color in Mami's face drained away as she thought of a massive black mass gobbling her up. Michio only laughed. "Don't worry. It's not like they'll bite your head off or anything. They mostly feed on life-force." He paused. "Though I have seen a couple that eat humans."

"Like…orally eat them?" Mami stammered, "As in chew, swallow, digest? That sort of eat?"

"Yea," Michio returned, "What other type of eat could I be referring to? They're not going to rape you, don't worry?" His mocking laughter filled Mami's ear. She turned red faced upon seeing her own immaturity get the best of her.

She said, "How old are you?" She was starting to feel like a child.

"Eighteen. Does it matter?"

"Not really…" Mami sighed. "You just act really brash all the time. What would Ibuki-sensei think about that?" Michio's movements stopped in an instant. Though he didn't turn, Mami felt heat radiate off his eyes. His fists clenched tightly as if ready to strike.

"She has nothing to do with this!" he snapped, "Know your place."

Mami slapped him across the cheek. "Stop putting me down!" she reprimanded, "Since I've met you, all you've done is make disparaging comments to me. Where do you get off?" With glaring eyes, Michio raised his hand to strike. He halted in mid air; his head turned towards a single alley. Mami's eyes followed his yet she could see nothing but the shadows.

"Looks like we got company," he said.

"Is it a witch?"

He glared at her. "No. It's your grandmother. She came over to say hi." Mami would have scolded him for that comment as well, but Michio already gave chase down the alley. She ran close behind into the blackness that befallen them. In a flash, Mami found a world that was not her own. Laid out before her was a barren wasteland with sand that looked like crinkled paper. The air smelt a honey at first but unexpectedly changed to burning sulfur. Mami held her nose, ready to puke her guts all over the neon red ground. Her mouth moved to speak, but Michio silenced her without any action on his part. No longer did the eighteen year old man wear his school uniform. He was decked out in grey robes that reflected no light and seemed almost as cruel and lifeless as his eyes. In his hand, he held a massive sword that doubled the size of his body. His black hair flowed in the oncoming breeze. His robes fluttered, revealing a set of chain armor underneath. Mami was speechless.

"You should change too," he said, "From here on out, things get dicey." As if led, Mami grip hold of her Soul Gem, examined it closer, and the saw the yellow light inside glimmer past the golden encasing. Her body soaked in the warmth in portrayed; the feeling of power encompassed her body. In a split second, she understood the true essence of a Puella Magica.

She changed.

"Hey!" she called out, admiring her outfit, "I look pretty cute." Her school uniform became a thing of the past. Her finger tickled the brown skirt; her new white blouse fit perfectly. On her hands, gloves ran up to her forearms and past her elbow. Her stockings changed to purple knee length socks and her basic dress hoes morphed into boots that were easy for running. A beret sat on her head; a single white feather stuck in one side. In her hair, her Soul Gem, which originally had been in the form of an egg, took the grand shape of an elaborate hairpin.

She held out her hands, and her weapon appeared. "A gun?"

"Ah, a flint lock rifle," Michio said, examining the piece. The silver barrel shined in the light. Mami admired the detailed embroidery. It was more a piece of art than a weapon.

"A gun?" Mami posed again, "What am I supposed to do with this?"

"You shoot things…"

Mami growled. "I know that! This is a really old gun. They have one shot and take a few minutes to reload." History just happened to be one of her favorite subjects.

Michio pointed off towards the desert. "See those things." Squinting her eyes, Mami followed his finger. In the center of the wasteland, a stick man, held together by glue and paper, ambled towards them. "Shoot it."

"Why?" Mami inquired, "It looks hurt."

"It's called a familiar," Michio explained, "They're spawns of the witches. They'll try and kill us if you don't shoot Mami. Hearing the word "kill," Mami held up her gun, gripping the trigger. She had never shot any type of gun before. The flint lock rifle felt heavy against her shoulder. She breathed in; a voice in the back of her mind whispered the instructions. With the exhale, she pulled the trigger. A glorious bang filled the wasteland; the paper man shattered into pieces as the bullet struck. The gun in Mami's hand faded into nothing.

"Don't worry," Michio assured, seeing her look of bewilderment, "You can summon another, and in due time, you'll be able to create an armada of rifles." Mami was already ahead of him. Another gun sat in her grasps. Her shot awoke the armies of the witch.

vvvvvvvvvvvvvvvv

The wasteland extended for miles it seemed. Familiars, all bearing a striking resemblance to the paper man, crawled up from the sand like zombies. It became a sprint to the center where Michio sensed the witch. The paper crunched beneath their feet as marathon to the center continued. With his sword, Mcihio cleared a path for them. Mami fired shots off into the crowds in front, hoping to thin their numbers. It seemed for every one they killed, another rose from the ground and threatened them. Soon, it grew into an all out slash fest. Mami resorted to using her guns as a club. Summoning them took time, and that was one luxury they didn't have. Frustration overtook her. The seemingly simple run transformed into a fight for survival. No end was in sight. Her legs cried out as they hiked over mounds of fallen paper soldiers. The wasteland grew not in length but in depth. The formed paper hills presented an entirely new obstacle. Michio said nothing through the conflict. His breathing never faltered, his aptitude never changed, and his mind never gave out. Tactically, Michio learned to carve the paper warriors from the head down. The pieces would still move after death, but if they lacked two arms and two legs, moving was task.

Mami's legs nearly gave out as they arrived in the center. The familiars backed off, refusing to pass a threshold. They growled and roared from the other side, but not a one stepped past. Mami was ready to topple over and go to sleep. The fight left her drained, and the worst had yet to come. Michio patted her on the shoulder, drawing his word high into the air.

"It's coming…" he said, "Get ready."

"What…should…I do," she asked.

He patted her shoulder again. "If you're tried like that, stay back. This was a lot tougher than I thought it was going to be. Probably not the best place to bring a beginner. I'll handle the witch, but don't let your guard down." The minutes began to pass. From a distance, Mami could hear a rumbling sound that grew louder with each passing breath. She regained some strength, standing firmly on both feet. Her heart still felt as though it would rip from her chest.

Michio gripped his weapon with both hands. The witch finally came into view. At least, part of it did. In the paper sand, a single black thin, black and white like the newspaper, charged towards them. The creature lifted its head out of the makeshift sea. With beating red eyes, a massive shark barreled in their direction at an unimaginable speed. Before Mami could blink, an open mouth stared her directly in the face. She jumped away, not bothering to see if Michio did the same. She only prayed he was quick enough.

The shark circled around, ignoring her and headed for her comrade, who stood upon the paper ruins of what looked like a temple. The shark tore the structure to shreds. Michio dived in the sand, popping up on the other side of the shark. With his sword, he slashed into its side. The beast roared as black ink sprayed out from the open wound. Michio's grey roads turned pitch black; his face was no longer recognizable as he continued slashing at the creature. The witch retreated, diving back under the sea, and preparing to make its rounds again. Michio wiped the ink from his face.

Mami bit her lips. She couldn't stand seeing her friend do all the work. Taking the flint lock rifle in hand, he pulled the trigger and dropped the weapon. Another one took its place in seconds, and that one was fired. The sounds of whizzing bullets overwhelmed her thoughts. She fired ten, then twenty, then thirty rounds. Each one pierced the fin of the shark; more ink splattered to the desert. The witch took quick notice of her; it sharply turned to the left, heading in her direction. The head appeared, and the mouth opened. Mami's body shook. With her guns, she shot badly into the beast. Nothing phased it.

"Get out of the way!" Michio screamed. From the sky, he dove into the shark. His sword tore into its back. He carved into it like a turkey. The ink fired from the creature like a geyser. The spray collided with Michio, a force he couldn't reckon with. It threw him off its back; Mami dived out of the way. The mouth inched past her. Sweat formed on her brow, and tears ran from her eyes. Each new shot didn't seem to affect it. Even Michio's sword was useless.

The shark circled the two Puella Magica. Even Michio displayed signs of fatigue. Mami could hear each one of his breaths. As if trying to corner them, the shark saw a little closer with each new circle. Only a few feet existed between them and the mouth of the beast. Taking his sword, Michio dug the blade deep into the ground and charged forward. The beast opened its mouth; he ran right into it. In horror, Mami jumped away, taking two or three useless pot shots. Her friend was done, devoured by the creature. She was ready to cry. To her, it was over; she was dead. Ready to give up and accept her short fate, Mami dropped to her knees. Tears washed her face. The creature rounded the bend and licked its lips, ready to taste the second Puella Magica.

But the shark's mouth, which opened wide enough to eat thirty Puella Magicas, vomited up ink like never before. The creature broke its path, completely avoiding Mami. Ink began squirting from the already opened wounds; a sword blade stuck through the shark's eye. The witch cried out in pain. Michio tore out of the bastards back. To Mami, he looked like a black goop, but as the creatures entrails dripped from his robes, his shaggy hair and cruel eyes came into view. A wave of relief filled Mami's heart. The shark ambled away, roaring frantically.

"Mami…" Michio muttered almost out of breath, "Take the shot…" Gripping her rifle, Mami aimed carefully. Her finger danced upon the trigger, awaiting the perfect shot. As the creature showed its neck for a split second, she clamped down; the rifle kicked back. A bullet exploded from the barrel. The shark let out a final roar before rolling on its side. Before her eyes, the wasteland vanished, and all that remained was Michio and the alley. She let out a laugh. Michio and her clothes returned to normal. The once fantasy costumes faded in the breeze.

"Here," Michio said, throwing her a small black dome shaped object. "You can use that to replenish your Soul Gem's magical power."

"What is it?"

Michio explained, "It's a Grief Seed, a byproduct of the witches."

"What about you?" Mami asked soon after, "Don't you need to replace your magic."

"I will. You're still weak and won't use the full thing." With those words, Mami took out her Soul Gem as instructed by Michio. She placed the Grief Seed to it and a flashing light filled her gem. The small black spots that had formed in their vanished; it looked brighter than before.

As Michio replaced his Soul Gem's energy, he said, "You did well today. Better than I figured you would."

"Thank you…" Mami said, still out of breathe.

"Most witches aren't that crazy," he went on, "That one was a bitch. If you fight like that normally, you'll do just fine." Michio pulled the Grief Seed away from his Soul Gem. Though not fully bright, his gem seemed lighter than it had. He sighed. "Nothing seems to fill this thing anymore."

"What happens if you don't fill it?"

Michio shrugged. "No clue… Probably you die or something like that." Mami's face went white. "I'm kidding. I have no idea." Leading the way, Michio began to exit the alley. Mami followed close behind, but her mentor stopped dead in his tracks. She banged into his back, looking over his shoulder to see the reason for the block.

A young man, about Michio's age, stood at the entrance. He had very short brown hair and a grin the size of Tokyo Tower. He was flipping a Soul Gem in his hand. Next to him, a young woman held onto his arm. She smiled as Mami stared at her. She took had brown hair though a lighter shade than her companion. They both wore Mitakihara High School uniforms.

The young man said, "Damn Michio, you couldn't wait ten seconds for us." He stepped forward, taking Mami's hand. He practically tore her arm off with his obnoxious shake. "Hi, girl I don't know. I'm Akio Mie at your service."


	4. From Themselves

**Chapter 3**

"From Themselves"

As promised, Michio escorted Mami to the funeral, where he, Akio, and Nana departed. The rest of the day lingered on as Mami was forced to interact with her devilish aunt, who implied the Tomoe's death was the result of divine punishment. From what god her aunt was hailing, Mami didn't know nor did she care. When the ashes were placed within the family grace, she fled the scene, refusing to join the family for dinner. She retreated back to her apartment, the place that smelt so different from her old home. Burying her head in a pillow, she cried to herself for the next several hours. Her stomach growled, but she ignored it. Everything around her teetered on one moment, that funeral. The witch hunt from early meant nothing.

Kyubey was the only one who seemed to care enough to stay. "I'm proud of what you did today."

"Leave me alone…" Mami cried. The small creature sat on the corner of her bed, glancing around the room. There was so little in it. Of the girls he had met before, many of them hung posters or decorated their spots with cute decoration or plush toys. Mami's room was a cold and lifeless as she was. If the room could try, it probably would. Even the apartment lacked flavor. She owned just enough to get by. The rest was sold to pay two months' rent.

"Not all bad has come from this," he assured her, "Your aunt and her family will be forced to pay for you. You won't need to get a job for some time." Mami lifted her head from the pillow.

"How did you know about that?"

Kyubey replied, "I always keep close tabs on my new Puella Magica. I'm sorry if you felt I was ease dropping." With no care to scold him, Mami returned her head to the pillow. Kyubey jumped to her dresser and became as still as a toy. In her tears, Mami's consciousness faded. Darkness overtook her as she drifted to sleep.

vvvvvvvvvv

Mami arrived at school early the next day but in no better mood. She drifted through the courtyard alone. Hardly a soul was present, but it was better than staying in her stuffy apartment. Finding a secluded spot on the side of the middle school, she sat down, not scaring about the elegance of her posture or the position of her skirt. She heaved a long sigh. Kyubey was nowhere to be found despite his comments from the previous night. She relaxed more; her shoulders dropped all tension. Her legs spread apart more, assuring any loiterer a free shot. Her eyes shut.

"You really shouldn't sit like that, you know." Mami's eyes blared open. The brown headed Akio stood over her; their eyes met. Realizing her embarrassing position, Mami closer her legs and pushed on her skirt. Her face flushed pink. Akio only laughed.

"It's fine," he said, "I didn't look. I'm a gentleman...when I choose to be, which isn't often considering I am a guy. Don't worry; you're blue panties are locked safely within my mind, and Nana's not here to scold me for my actions. When she does arrive, we'll keep this little bit to ourselves. Call it a lovers' quarrel."

Mami cocked her head. "Lovers' quarrel? That doesn't make sense."

"What lovers' quarrel? Did you hear anything about such a quarrel? I don't think so." Mami giggled as Akio went along; he was too "interesting" to be angry with even if he had taken a peek up her skirt. Besides, he rambled on about not knowing anything about his so called lovers' quarrel. She couldn't get a word in edge wise. She continued in typical Akio style. "I don't' understand any of this lovers' quarrel crap. I'm perfectly happy with my girlfriend; she's so pretty. I don't need to look up other girls skirts to get a buzz. I can just look up hers, and everything is hunky dory."

Mami held her hand up, a tactic Michio applied yesterday. It was ample for getting him, as Michio put it, "to shut up." "Akio… you're just digging yourself a hole."

"Oh…sorry," he muttered, "I was rambling again, wasn't I? I always ramble all the time. I mean-" With a giggle, Mami held her hand up again, and Akio went silent until she put it down. It was almost as if someone trained him. She assumed Nana if anyone. Michio wouldn't have the patience, and his parents, another thing he rambled about the previous day, loved him too much. From the short time she spent with Akio, Michio correctly defined him as a "white faced otaku." Akio's skin was pasty to say the least, and his hobbies consisted of games and anime. They made several detours before arriving at the funeral, and Mami was sure Akio blew close to ten thousand yen.

Putting her hand down, Mami asked, "Is Michio here today?"

"He never comes to school," Akio replied, "Says he doesn't like it when Ayami Ibuki isn't teaching him. Can't really blame her though. She is a very fine looking teacher and young too. Nothing compared to my Nana I must say."

Mami broke out into laughter, calming herself only long enough to say. "You have so much to say, don't you?"

"Rambling again…?" She nodded. Akio plopped down next to her; his lips sealed shut. From the get go, he welcomed Mami into their social group, which he referred to as the "Puella 3 and 1 Cute Girlfriend." Safe to say the name probably wouldn't stick with Michio around. Mami thought it was adorable.

"I think Michio mentioned this, but what did you wish for, Akio?" Though the former disliked having personal questions asked, Akio was more than willing to answer everything and anything Mami posed to him, right down to the oddest detail about the type of toothpaste he liked.

Akio scratched the back of his head. He flashed a grin, but a certain level of awkwardness radiated around him. "Geez…where to begin?"

"I don't need your whole life story," Mami reminded, "Just the wish."

"Yea, but you prolly won't get the wish without my life story," he teased, "My wish, huh? Well, let's just say I'm not the most popular guy with women." Though Mami kept smiling, she could see why. He was nice enough, but the rambling and the comments got old fast. Also, he wasn't the best looking buy, having such a short haircut. His hobbies were anything but romantic.

He continued, "but I'm not one of those guys who go all gaga over 2d women. No ma'am, I do not do that! I won't say I don't like 2d girls, but the fact is they aren't really."

"Akio…"

He bowed his head. "Sorry. Rambling again…I know." His twiddled his thumbs together with such a force that Mami was sure his skin would go raw. He opened his mouth, paused for a second, and began muttering some inaudible set of words. "Mami, I am, by this society's standards, a loser and nerd."

"Akio, don't say that. You're-"

No he was the one silencing her with the held up hand. "I've accepted that. Women don't like a man like me. I'm scrawny, not overly good looking, and I'm sure even you consider the things I enjoy and talk to be less than attractive." Guilt came over Mami's soul for the thoughts she had only seconds earlier. Akio's happy go lucky disposition changed into something sinisterly dark. It would make Michio proud to see his comrade this way. Mami bowed her head, unable to look him in the eyes.

"I tried my best to fit in," he went on, "but I understand more about the needs of computers or virtually generated women than I do about anything that is real. I'm not rambling am I?"

Mami shook her head. "Of course not."

"I'm glad…" Again, there was another pause. His lips moved; no words dare enter open space, and then like a record player flipping the disk, the sound started up again. "When Kyubey came to me, I was about to commit suicide." Mami gasped. Even though she only knew him for such a short time, he never seemed like the person to even think about such things. She wanted to comfort him, say it was all right, but she couldn't. His ramblings this time had a purpose which couldn't be broken. "I planned to jump into a subway train. Pretty stupid, huh? The odds were in my favor though. I had a 97% chance of being killed on contact. The other 3 involved me being dragged along by the train."

"Akio…"

"I'm sorry. That's rather graphic; I forgot I was talking with someone so young," He apologized, "Kyubey came to me in my darkest hour. He told me I purpose, a life beyond that of a computer and anime nerd. He gave me a wish if I promised to work with him and become what called a Puella Magica. I accepted instantly. I didn't even give any thought to it. What do you think I wished for?

Mami replied, "You wanted to be popular with women?"

"That's correct." As if he had a specialized sense for it, Akio shot up and pointed to the furthest part of the courtyard. Mami glanced past his shoulder to see Nana standing by the gates. "I better go greet her. I'll see you after school."

"Wait Akio!" his legs stuck to the ground. "Why did you tell me all that?"

"I can't tell Nana. It would break her heart. Michio doesn't care. You just happened to be here." He ran towards the high school.

vvvvvvvvvvvvv

Disguise meant everything to Themor and his kind. With the exception of Kyubey, the other took on human forms, finding it very easy to communicate with the locals and draw in subjects. Only minutes early, he chatted with a girl from a local high school. Germany was the first place they began when searching for Puella Magica, and he continued to reap a large harvest from the nearly landlocked country. To fit in, he puffed on a German cigarette, a weaker version compared to its American counterpart. Smoking became a norm for Themor, and his character, which he referred to simply as Mr. Charles. An American body needed an American name, and what was more untraceable than a common name such as that. Kyubey enjoyed masking himself, making sure only those he wanted to see him could. Themor admired the social aspects of having a visible body. It was a way to learn and understand a society that would eventually fall into oblivion.

However, despite Themor's infinite knowledge and wisdom, he was not a god and predicting the future was an impossible endeavor. "You know, Kyubey," he said, "You really should keep to your assigned areas. Besides, you like Japan." The coffee house where he smoked turned a dull black; people froze in time. The smoke from his cigarette lingered in the air, refusing to dissipate.

Kyubey stepped out from behind the young girl Themor had just talked with. "She did not accept your proposal?"

"No," Themor answered, "Despite the current problems with her family, she refused to except our cause."

"How much did you tell her?"

"Only as much as I deemed necessary to bring her over," Themor said, "Are you question my methods?"

Kyubey stepped further out into the light. The entire world around him consisted of grey nothing. The people frozen in time bore little resemblance to anything with life. They were paintings now; something he could enjoy and admire. "Of course not commander. I simply was curious how our German front was going."

"Worry about Japan…" Themor ordered, "America's taken care of. Britain and Spain as well. We'll move to Russia next and then Africa. You will be reassigned then."

Kyubey shook his head. "I don't believe that's necessary."

"And why not?"

"Project 24601 has been proceeding with flying colors," Kyubey replied, "the subjects, 24601 and 9430, have begun to work their charm, you could say, on Japan's newest Puella Magica."

"The girl you referred to as Mami Tomoe?"

Kyubey said, "Precisely. I believe we will have an exuberant amount of energy come this time in two Earth weeks. I made sure 24601 and 9430 were very emotional unstable before selecting them. Our Ms. Tomoe will crack under the weight of their pressure."

"And in turn, she'll become a powerful witch," Themor finished. Since their meeting a few weeks before, he desperately sought a flaw in Kyubey's plan, but nothing showed itself. His subordinate did his research, dug into the human physiological makeup, and possibly pulled out one flaw that existed amongst all humans. They were primitive species that filled their lives with sexual promiscuity and emotional fits. Everything single one of them attempted to grow, to become better than the one before them. Money drove men made.

"The real case is not simply about money," Kyubey began as if reading his thoughts, "Money is a derivative of human subconscious want for physical intimacy. Allow me to elaborate with a parable. A woman loves two different men. One of those men is king, a ruler of many lands. His wealth and riches outdo legions of citizens. The other man is a pauper, who works in the pig fields and barely makes enough to put food on the table. If the woman can have her pick, which man will she chose?"

"Logically the king."

Kyubey nodded. "Exactly! Logic in human culture dictates that the man with the supply of income is the more suitable mate. Therefore, the man with more money will gain that level of physical intimacy he has been seeking."

"What if the man does not love the woman?" Themor posed, "Will he not cast her out and pick a different bride?"

"That is correct," Kyubey explained, "In the end, the man has become a dominant suitor as many women will be attracted to his wealth. What will happen to the man?"

"He will become arrogant and lustful."

Kyubey continued, "Arrogance and lust are key components to the psychological makeup of such a man, but a woman, who believes she can have either man, will experience the same feelings. Men are simple creatures. They desire a few things and will work to obtain those. Women, on the other hand, have a far different mindset. They feed off the needs of others, whether those needs are positive or negative. A man may need a beautiful woman, and therefore the beautiful woman can extract anything from the man. She feeds off his needs. Conversely, a man may need someone to talk to. The woman will instinctively go to the man."

"You're trying to create that into a reality with Tomoe."

"You catch on quick, commander," Kyubey said, "Mami Tomoe will latch onto the problems of her two friends. She will attempt to help them while her own struggles build up and slowly eat at her. Eventually, when her male friends become useless witches, she will break; the emotional turmoil will corrupt her soul. We're assured a massive supply energy."

"Sexuality is an important concept in the human existence. Trying such an experiment on two female members would yield a limited resulted as friendships can only go so far. As with rich man and the woman, people are drawn to members of the opposite sex them deem worthy. To be deemed worthy, one acquires the assets that this society holds dear, and in turn, intimacy can result. The feelings Mami will have for her male companions, whether platonic or not, will grow simply from his desire for sexuality. Subconsciously, both 24601 and 9430 can create a stronger bond for them within her, making their eventually demise an outlet for a possibly everlasting supply of energy."

Themor sipped at the rest of his coffee. "You've thought this out, haven't you?"

"It would be illogical not too."

"I have to admit though…" Themor continued, "You're story, the one about the king, was not very good by human standards. I think your sly tongue might be slipping."

Kyubey bowed his head as an act of reverence. Despite the tension between them, a level of respect existed due to the hierarchy in command. Even Kyubey, who believed himself to somewhat of a superior being, could not refute the system. "You must forgive me then. I am persuader, not a story teller." If he could laugh, Themor would have. A being, even an emotionless one such as himself, could understand the importance to humor.

He said, "I think you're evolving Kyubey."

"How so?"

"You actually seem to feel," Themor replied, "You've become prideful and arrogant. One of these days those thoughts will betray you."

"Would the presence of emotions not be devolution?" Kyubey posed, "Through our lack of feelings, we can view the world at a purely logical level. You suggest that I have forfeited such logic when in fact this meeting had proven that I understand the principle qualities that make up this society and can logical determine the best course of action to assure our mission is a success. Like you commander, I am incapable of feeling anything, and anything that may be considered prideful is nothing more than my drive to see our goals met."

Themor set his mug down. It was the only inanimate object not caught in his time vortex. "You should return to your post." As he looked up from the table, he saw Kyubey had already left. Time returned to normal as if nothing happened.

vvvvvvvvvvvvvvvv

Despite Michio giving her a few days off to recoup from the funeral, Mami stood outside the school gates with Akio and Nana, waiting for their unofficial leader to arrive. The sun was still high in the sky, and the warmer air finally settled in. Mami smiled as she enjoyed the warmth of spring. Having her friends around made it better. She had no problem hanging around with two high school students. Actually, she thought it made her stand out. She felt a little cooler and grown up. In only about a year, she would be at their school. It was a wonderful feeling.

"So Mami." Nana threw her arms around Mami' shoulder and pulled her close. When she looked for Akio, she saw him backing into the school, most likely going to the restroom. "We haven't had a chance to talk. You know, just us girls."

Mami blushed. "No…we haven't." Of her friends, not a one casual touched her in such a way. Most said high or went to get lunch with her. She hardly ever had anyone over; Nana's friendliness was a welcome change of pace.

"It's been a while since I've had some girl on girl talk," Nana went on, "I've been talking with Akio so much that I haven't spent any time at all with my friends. I must sound pretty selfish."

"No," Mami replied, "When there is a boy you like, you do anything to make him like you back." Though from the way Akio talked, he would take just about any girl, wish or no wish. She hated to admit it, but Mami knew Nana could treat him like shit. Akio wouldn't protest one bit.

"So! Are there any boys you like?"

Mami blushed again. "I don't really have any guy friends… I'm trying to just hang in there."

"Aw, come on," Nana teased, "You don't have to know them to like them. That's all the fun of it." With a sigh, Mami spilled her guts about a particular guy. He was in her class, very laid back and funny. He talked to her sometimes. Mostly it was about his future as an artist. He was a creative type, and Mami found that attractive. As her tale continued, Nana nodded her head and cooed with her at every one of his good points. For Mami, this was a first.

When she had finished, she asked Nana, "What do you like about Akio?" She interested in the wish. If Akio was right, Nana became attracted to him because he made wish and nothing else.

"He's a nice guy," she answered sincerely, "He might not look it, but he was always really nice to me and the other girls. It's actually a bit of a shame he became so popular after that wish."

"You know about that wish?" Akio acted pretty confident that she knew nothing about it. He dreaded telling her, fearing she would dislike him or feel cheated into a relationship. On the outside, Akio was very social and fun loving. On the inside, he was an insecure young man with just a bit of luck.

Nana said, "He never told me directly, but I could see the change. I knew Akio before his wish. He never really talked to anyone except a few guys, who shared common hobbies. He tried talking to the girls, but they always laughed at him because he was never very good at expressing himself. He was still very nice though. He always held the doors for us or helped us on homework when we needed it. My friends just abused him; they thought it was funny this dweeb was doing free stuff for them." Mami's heart sank. She too experienced thoughts concerning Akio's less than desirable side. She wrote him off as just that, a nerd or dweeb. She even questioned the reasons Nanda dated him, and his wish almost gave the perfect answer. Now, she was crushed to hear such things.

"Then one day, about five months ago, Akio just waltzed into school, and girls naturally talked to him. Flirting might be the better word. I found myself drawn to him; everything about him seemed sexy…even his hobbies. The others didn't pay any mind to it, or if they did, no one questioned it. I started talking with Akio and got to know him. A month later we started dating. A week after that, he told me about the Puella Magica and showed his powers. He killed a witch for me, saying 'he wouldn't let anything harm me.' He's a real romantic…" A tear came to her eyes. She wiped it away only to have another one take its place. "I only realized the concept of a wish when Michio mentioned it. It hit me pretty hard. His sudden popularity with women was a miracle, granting by something named Kyubey. I didn't care. If I fell in love with him because of a wish, then I still have no regrets. He cared for me unlike he does the other women; I blame myself for not getting to know him earlier."

Mami smiled. "That's really romantic."

Nana could only laugh. "I know, isn't it? Akio hates when I get like that though. He always likes to be the one being mushy. He's like a little girl." The two girls laughed as Akio approached. Glancing at them, he opened his mouth to question but stopped.

"Know what," he said, "Girl talk is girl talk."

vvvvvvvvvvvvvv

Michio arrived at school when the sun was almost down, and Akio grew tired of waiting for him. He and Nana retreated about an hour before their gloomy eyed leader approached. Mami waited for the additional time, shocking Michio as he arrived. The two stared at each other before a few seconds before Michio shrugged and let out a snort.

"I thought I told you to take a break…"

"You did," Mami replied, "but I want to help people too."

"Aren't you depressed about the death of your family?" Michio attacked, "Isn't it time to morn them?" Mami grinned at him and held up a fist. Her eyes radiated fire as she spoke.

"I am morning them by helping others."

For the first time she knew him, Michio showed his teeth in satisfaction. "I'm impressed, but today won't be a day for saving anyone." Mami cocked her head as Michio explained. "Witches feed off humans; they can make them think crazy things in this process. A mob had formed in the shipping district. I was going to see if Akio wanted to join, but he appears to be busy." Mami didn't have the heart to tell him that they left.

"I'll do whatever I can to help!"

"You do realize a witch might not even be there?"

Mami pumped her arms. "Doesn't matter if we're helping people!" Michio laughed his head off.

vvvvvvvvvvvvvvv

Mob was the understatement of the year. As Mami stood on the roofs of a shipping warehouse, she clenched the hem of her Puella skirt. The people down bellow looked crazed, violent, and nasty. A huge fire started in the center of their group; they were burning anything from books to what looked like a small dog. The air reeked of the burning flesh, and Mami questioned what may have already been burned. The police had yet to arrive. Michio mumbled something about the witch interfering with the phone lines or the police cars. It would take them time to get to the scene.

Below, everything from beer bottles to drugs was being tossed around. People had sex in the street. Men and women screamed "the end is near." A few men resorted to pummeling another rioter until the body stopped moving. They spit on his flesh and hurled insults. The smoke from the fire rose into the air; another man was pushed into the blaze. He pulled himself out, screaming in agonizing pain as he ran for the water. His body toppled into the ocean, and that was last Mami saw of him. As she looked to Michio for guidance, she saw he was unfazed by everything. He tapped his sword against the ground, generating an annoying cling.

The people below continued their party. Another case of beer was pulled from the shadows. Women began tearing their clothes off as the men sprayed them down with the alcohol. More shouted, "the end is near" while others resorted to the worst kinds of pleasures. Mami felt her body go cold as if her blood refused to flow within her arteries and veins. Everyone and everything around her was so dark. The good in mankind twisted into some type of disgusting entity she dared not look at. It was like the cult she heard about on the news. The situation had the makings for a mass suicide.

"We need to stop this!" she yelled to Michio.

He sighed. "You can't stop these people. Reasoning with them is impossible. We need to kill the witch first."

"All right!" Mami returned, "Where is it? Let's take it down now!"

"It's gone…" Michio replied, "I don't even sense it. It corrupted these people and left. Cowardice bastard."

"Then we need to talk to them. We can get these people to calm down. That's our goal, to save people!" Michio ordered her to wait, but Mami ran to the edge of the building. She was nearly a story and a half up. The people, seeing her odd dress, halted all their actions and looked up. Mami held no weapon; she smiled down on the masses. Michio too stepped forward; his sword no longer in hand. The crowd grumbled amongst themselves.

Mami spoke, "We need all of you…calm down!" Speaking in front of them all proved harder than she first thought. "This needs to stop now. You're hurting people, and the police will come and arrest you if you don't cease and desist."

"What are we…" Michio sarcastically muttered in her ear, "superheroes?" Mami ignored him.

"Please, if all of you would drop what you are doing and return home!" The rioters shot each other glances. They began to grumble louder, hurling curses at Mami and Michio. Soon the entire mob laughed at them and returned to their villainous party. From the sidelines, Michio also mocked Mami with his virtually silently laughter. The sex, the violence, and the curses took the crowd to another world.

"I told you it's impossible to reason with them," he said, "You're just wasting your breath…" Mami grinded her teeth together as she watched Michio cross his arms and wait for her next move. Everything about the crowd shut her out and refused to listen.

She could only yell louder. "I'm commanding you too leave here at once!" By this time, the crowd shut her out except for three young men, who continued looking upwards. They chatted amongst themselves for a second before the one in the middle, a dark haired man wearing a track suit, took a swig of his beer, emptying the bottle.

"What the fuck is up with that get up?" he yelled upward, "Are you some kind of hero? Some kind of fucking anime hero?"

"No!" Mami shouted back down, "I'm someone trying to save you from the punishment you don't all deserve. If you'd just listen to me-"

The man of the left, the one in the t-shirt and jeans, said, "Do you always wear blue panties?" Mami was taken aback for the second as the three men laughed. She was ready to scold them again, but the one wearing the track suit began screaming at her.

"Are you some kind of god or something? Maybe you're an angel looking to save us? All I know is the end is coming, and I'm going out with a bang. If you come down here, I'll gladly fuck you silly. You can enjoy your final moments of this world sucking my cock!" The three men burst out into laughter. Mami, slightly embarrassed, stomped her foot.

Michio placed his hand on her shoulder. "You should stop. They won't listen."

She refused his advice. "I'm telling you too shut up and go home!" The three men chuckled again; the black haired man gripped his beer bottle by the head. They talked in whispers again before looking back up towards the sky and Mami.

"Are you always this annoying, whore?" black haired yelled, tossing the beer bottle up at Mami. The glass bottle shattered right under her, glass fragments spread everywhere. Mami felt them slice at her skin. She dropped to her knees with a scream. The laughter from below was beyond insulting. Tears dribbled from her eyes.

Once more, Michio placed his hand on her. "I'm tired of this…" Without another breath, he jumped from the top of the warehouse, landing right in the middle of the three men. The others paused and began surrounding Michio. More insults were directed at him. The three men talked about beating him to a bloody pulp. What none of them saw was Michio's sword pressed firmly in his palm. As the smoke rose, Michio drew his blade into the air, crashing the blade on the head of the man who threw the bottle. The sword cut clean through, juices spilt out and soaked his robes. The crowd screamed in panic as Michio impaled the man in the jeans, and decapitated the other. The rioters, in fear of their lives, fled in every which way, and Michio gave chase. Fasting and far more agile, he hacked his way through possessed citizen after possessed citizen. Bleeding bodies dropped like flies; screams echoed into the night. Many ran out of range; Michio easily summoned more swords to aid him. Taking each one like a spear, he heaved them across the cement graveyard. Blades tore through heads, hearts, and lungs alike. Many were left on the ground, barely alive but slowly dying as the blood drained away from their organs. Michio stood over his work, a beautiful red panting for the gods to see. Fear emanated from ever surviving soul. Only a few escape alive.

And to them, Michio yelled, "Run you bastards, but remember, I'm always watching!"

Mami's legs didn't budge from their spot against the ground. Her whole body writhed in terror of the horror she just watched. Like the witch from the day before, he was covered in ink only this ink came from every human soul that happened to get in the way of his sword. Moans erupted from below. Her eyes were attached to the bodies and the blood. As if drawn to Michio, she pushed herself to her feet and jumped to the mess below. It was more horrifying the close she got.

"What…are you doing?" she stammered with tears pour from her eyes, "These people didn't deserve to die!"

"If we let them continue, they would have only harmed others before killing themselves," Michio reasoned, "The police wouldn't have gotten to here in time; this witch is too smart. I save these people."

Mami shouted, "Save them? From what?"

"You kidding me…" Michio replied, looking back at her. His eyes literally questioned her words as though everything he had ever done was justified. His hands sunk into his pockets as the most crooked of smiles was painting from to cheek to cheek. "We're saving them from themselves."

"You killed them!" Mami cried, "That's not saving anyone. That's murder!"

"Human kind has been trying to kill each other since the dawn of time," Michio explained, "The witches are just doing the job twice as the corrupt politician and business leaders. You gotta give them credit; they act fast." Mami couldn't stand fast to look at him let alone listen. Closing her eyes, she ran from the scene, dropping her Puella outfit and sprinting as far away from the docks as possibly. She never wanted to see Michio again, not after that massacre. She refused to look up, tripping on her feet. Her body scrapped against the pavement; her stockings were torn up under the friction of the fall. She cried for everyone who lost their lives.

"I wanted to save people to honor them… I didn't want this…"


	5. In the Case of Michio Konomo

I'm going to try something new in this chapter. It's going to start off in the third person, then go to the first, and finally end off in the third. I hope it will put you inside the head of Michio Konomo for just this moment.

**Chapter 4**

In the Case of Michio Konomo

Mami's abrupt departure from the shipping dock sent Michio sulking back home, disgusted in the way she acted and performed. The Puella Magica was not some anime super hero group designed to save the masses from an impending doom. Humans created their own destruction; the heavens sent witches to contend with the problem. In his eyes, those at the dock deserved their punishment. This was a warped world, a place full of pain and sadness. All the lies they told him as a child, back when he was blind to it all, meant little in the long run. Kyubey opened his eyes to the true face of society.

Yet Ibuki-sensei always loved the world. She would read him lines from Hamlet though he could only interpret them through brail.

What a piece of work is a man! how noble in reason!  
how infinite in faculty! in form and moving how  
express and admirable! in action how like an angel!  
in apprehension how like a god! the beauty of the  
world! the paragon of animals!

Whether or not those words were true was a mystery to him. At the time, he liked to believe this world had meaning. He thought people cared about him. Then Kyubey granted him sight and sound, and all hell broke loose. Shakespeare could not foresee the future. He never understood the concept of nuclear war, globalized economies, or government supposedly run by the people. This world crumbled into pile of filth; only those smart enough to see it could survive.

To Michio, he didn't mind if the world crumbled. He hated his home life and mother. He couldn't move out without money but hadn't been able to find a job in Japan's economy. He barely related to anyone at school. His closest friend, Akio, was little more than an acquaintance. How could he like some who was so different from himself? Akio was nerd and tested at genius levels. Michio assumed he obsessed over games and anime to hide this fact. Like him, he related to no one in this world. They bore different mindsets, accepted society at different values, and reacted to those values in different ways. Humanity was no grand work as Shakespeare suggested. Far from it.

No amount of time in his thoughts could prepare Michio for what awaited at home. As he opened the door, a ray of light flashed into his eyes. His mother, who was off working, either left the lights on or someone was inside. Upon hearing the TV, he slammed the door and charged into the apartment, ready to fight anyone who dared attack. Instead of seeing a robber though, Michio encountered the petite figure of a young woman. Her scent resembled that of cherries, and her eyes sparkled in the florescent light. The moon shining into the window illuminated her body. She was wearing shorts and a blue tank top. Her hands weaved through her hair, each lock silkier than the last.

"Ibuki-sensei?"

Before you could question her, the teacher struck him across the face with her open palm. Pain shot through his cheek as it turned bright red. Ibuki continued hitting him until Michio threw his hands up to defend himself, pushing her away. His tongue tied in his mouth. Saliva dripped from his lips as he prepared for the worst. He readied his sword in his mind. With a witch wandering around, it could posses anyone. Ibuki-sensei was no exception.

But the teacher wasn't as weak willed as he first assumed. "You lied to me!" She screamed, "When were you planning on telling me this?"

"What?" Digging into her bag, Ibuki drew out a packet of papers, tossing them on the table in front of Michio. Scanning through them, he realized each of these documents correlated with his attendance at school and grades, both which had been sorely lacking. His report card was filled with low Ds; he barely made fifty percent of the classes. Ibuki cried.

"You said you were going to school!" she shouted, "I thought you were trying when I saw you. I was so happy to know you'd started living a normal life. And then I find this! You're not the student I had a year ago! You loved learning despite your disability. What happened, Michio? You seem so distant when we talked?"

What had happened? Michio, himself, couldn't fathom the choices he made only six months early would have such a profound effect on his life. When presented with the situation at the time, he had little choice. Kyubey's offer exceeded any of his wildest dreams; he took it without thought. He created a perfect storm by accepting. Ibuki-sensei talked about a normal life. He wasn't normal. None of them were. A boy, who totted around an egg shaped container of energy, was anything but normal. He was freak or monster.

He looked at Ibuki, followed her soft eyes, gazed at brown hair. "Satan tricked me…" he said, "More importantly, you tricked me…"

vvvvvvvvvvvvvvvvvvvvvvvv

**Memory 1**

A human trapped within his own head can only fane out the concepts of insanity. I never understood what it meant to have friends, to hold a conversation with them. I never went out for fun, played sports, or even go to school. The idea of falling in love was impossible. A child who cannot communicate with the world had no hope in ever meeting someone, and even if he did, that woman would never fall in love with someone so needy. I lived every hour within the confines of my brain. Days and months meant little to me. I could barely tell the season unless my mother was sweet enough to take me outside. I spent most days alone, thinking, and dreaming of the world I could never see.

The government mandated I must be educated despite the situation. Ever since I was four, a social worker came to my house and taught me condensed versions of the lessons we learned in school. He was an older man, or so he told me, and till I entered middle school, he taught me the basics about the life. Like many older teachers, he acted crass towards me, never accepting me as a friend. I was a student, designed to learn, and he was the teacher, designed to teach. To him, a friendship could never exist. Despite this mindset, he was the closest thing I had to a friend. My mother knew little Braille though she was taught the art of palm writing (writing letters on ones palm to spell words and make sentences). She could write her name and ask me how my days went, but other than that, the tiny dots made little sense to her.

Along with writing, they taught me to speak a few words though my pronunciation and clarity was anything but clear. It kept quiet most nights and practiced drawing my alphabet. Being unable to see made it exceptional difficult to write, but as I practiced, I under stood the dimensions of the paper and could find the lines. I spent many an hour just writing anything. I was no poet or story teller, but to me, writing allowed my thoughts to leave me head. It didn't matter if no one read it; I wanted it out in the world. I scribbled word after word in Braille, Hiragana, Katakana, and Kanji. I wrote how I thought the world looked. I described my mother's beauty in the most elegant of words. Words became my companions as it was all I could know.

I always assumed my father worked late. He was never home, and occasionally, he would "visit" me. Later, I learned it was just my mother faking the role to keep me satisfied. After all, I was the blind and deaf kid. I never knew he left, and who could place such a burden on my shoulders. I struggled through the earliest parts of my life thinking my parents were always there for me.

Currently, my father loves with some model. He works for a rather large corporation and sends checks every so often to help pay for my medical expenses. Mom never told him I recovered; she used the money to by booze and sex. She barely works a full week, and most of the time, there isn't any food in the house. We lived day to day on my medical checks from Dad and the government. When in my disabled state, I knew none of this…

**Memory 2**

My fourth week of middle school hit like a lion when my new teacher informed me about Otoko-sensei's death. The day before, he told me everything was going well in his life; it was the first normal conversation I'd had with him. He left in good spirits. Even I wasn't down for being disabled that day. My mood sank as this new tutor took me hands. They were petite and far smoother than any male hands. As normal, I unconsciously began rubbing them, trying to figure out exactly who this was. I ran my fingers across the nails, which were as smooth as her hands. My new teacher was not some old man but a young woman. She pulled her hands away; I suddenly felt guilty for feeling her in such a way. I searched for a sheet of paper and pencil. I always had one lying around, but as my hands frantically beat the table, I felt nothing of the sort.

Instead, I was handed it. Taking the rough sheet, I ran my hands across the edges, assessing the size of the sheet. However this sheet was not fresh. I rubbed over the small dots punched into the paper. They created words and sentences that I could read. She wrote more than just a few words. A paragraph existed on that paper; my hands glided over every word and phrase. It was as though we were having a conversation; this was her introduction.

"You sure seem curious," she wrote, "My name is Ayami Ibuki, and I'll be your new tutor. The school informed you off the reasons for the change, correct?" Pointing to the Braille, I nodded my head. "I hope that we can have a great time together. I just graduated from college, and I'm really looking forwards to working with my first student. I apologize if I'm not as fast or knowledgeable as your old teacher, but I promise I will try my best to make this a fun and easy learning environment for you." The next several sentences consisted of educational babble. She set expectations for both of us, and I read them over with care. For a new teacher, she was rather lax with her makeshift syllabus. I expected much more in terms of rules or home work.

More importantly, after the mission statements, the note read this. "I understand you probably want to know more about the world around you. I'm 23 years old, so I am pretty new at all this stuff. I have short brown hair and blue eyes. I don't know if something like that matters to you, but I want you to know. I don't know what else to say." I beseeched her for her hand. I could comminute by writing on her palm the same way others did with me. It was quicker than writing it down considering I took extra care in writing to stay on the lines. She placed the back of her hand in my palm. I began my series of questions.

"What are you wearing?" I wrote. Now, at the exact moment, I thought nothing of the sexual implications this could have. I was young, about 12. It longer for me than most students to get through school, and my sheltered life left me with little on the codes of ethical conduct. I instantly retracted my answer by writing, "I'm sorry. That sounded immoral."

Her reply: "Of course not. You want to be able to see like any other. I'm wearing a black blouse. Nothing too frilly or crazy, mind you. Also, I'm wearing a long white skirt that comes just above my ankles. It's very warm today, so I dressed light." It was as though my brain had an orgasm. Never in my life did anyone give me the benefit of a conversation like this. It was all I could do to hold the boy in. Though I couldn't hear it, my mouth opened; I let out the biggest thank you I could.

"You're welcome!" she wrote, adding the exclamation mark at the end.

I had so much to say. "Is it sunny or cloudy?"

"Very sunny," she replied, "Would you like to go outside?" My heart skipped a beat. My old teacher never once asked if I wanted to go outside, to experience the world with what minimal senses I had. I said yes the best I could, and two petite palms gripped me hands and helped me to my feet. I feel into her what I could only assume was her breasts. I breathed in; she smelled like apples and honey. I became high on such an intoxicating aroma. I didn't want to move from this spot. She took my hand again.

"Shall we go?"

**Memory 3**

My word opened up to the newest possibilities with Ibuki-sensei. Every day, she took me out of the home, and we did the lesson in the warm air and sun. Coupled with such great weather was her optimistic view on the universe. She always praised the human condition, saying no matter how much evil entered the world; the good would overcome it every time. She drew these thought in my mind. In history, I learned about Hitler, about the mass killings he did; I understood the concept of nuclear war and the affects one bomb had on my home country. Ibuki-sensei informed me of the earthquakes, the storms, murder, and other negativities presented in our world. I never thought much of them. I listened to Ibuki-sensei and her words about the goodness of mankind.

And in typical palm writing, she would ask, "What's on your mind today?"

I responded, "I'm thinking about all those killed because of crimes. Why do people murder each other? I don't see the gain in it." At this time, my sheltered life led me towards an outwardly naïve nature. My head used to concentrate on letters and numbers. Only for the first time was it introduced to the world.

"People aren't perfect," she wrote, "We all fall short. Sometimes, men and women are led to do strange things."

"But then how are people good?"

Her fingers fluttered on my skin. "I know this must be confusing. People might seem bad on the outside, but if you look deep enough inside, you will find good. I believe that good will forever outweigh the bad. Do you know Shakespeare?"

"I've never read any of his works," I replied, "My old teacher taught me about him though."

And as she glided her nail down my hand, enough that it tickled, those words were forever bound to my thoughts. "He wrote those in a play called Hamlet.

_What a piece of work is a man! how noble in reason!__  
__how infinite in faculty! in form and moving how__  
__express and admirable! in action how like an angel!__  
__in apprehension how like a god! the beauty of the__  
__world! the paragon of animals!_

It struck me to a moment of breathless delight. Humanity, for the first time, took a cognitive shape for me. There was good in this world, and nothing would destroy it. Even with my disability, someone, somewhere, cared for me, cared enough to stand by me despite my hindrances. She was sweet enough to write on my hand. Her kindness expressed her righteous views of this planet. Our civilization became a light because she willed it to be. At that moment, I leaned my head into her shoulder; the same apple and honey sent filled my nose. What a piece of work is man? How noble in reason? I had fallen in love…

**Memory 4**

For seven years, Ibuki-sensei tutored me. Regardless of her new teaching job, she came to the front door, took my hand, and wrote into it. My love grew tenfold, but I felt a barrier between us. My sight and my hearing didn't exist. Though I could touch her and smell her, I never truly knew what she looked like. I formed the picture of the most beautiful of women. These fantasies dragged my mind to a wondrous fantasy world full of love and acceptance. There, I wasn't blind or deaf. The world saw me as a person, a good human being like all the others. No war, poverty, or hate plagued this world. It was a heaven, paved in gold and silver. A movie played in my mind over and over. Whenever I heard her voice, I imagined this world; I dreamed to sailing away on the grandest of ships to this island within my head. Ibuki-sensei was there with me every step of the way. I cast off the clothes of this mortal world; the weight lifted off my shoulders. The air smelled fresh like dew in the morning; the birds chirped in unison as we approached.

I dreamed of intercourse with her. As my hands formed against her smooth back, her entire body arched forwards. I kissed her neck softly; she tasted like milk. Her smell of apple and honey intoxicated my every sense. Her light moans and pants beseeched me for continue. Our body formed a unison a man and woman. She called my name with each thrust; tears of joy ran down from her eyes. And in a final climatic exhale, she accepted all of me, and the unison was complete. After that, while we laid next to each other, she would whisper to me about her dreams and the future. The good of all mankind was this union we experienced.

But on in my dreams…

I yearned to make those dreams a reality, but a deaf and blind boy, who knows so little about the world, could make nothing happen. A miracle needed to exist. I learned long ago that they didn't. I was hopeless in my desires. I dared not tell them to Ibuki-sensei in my condition. She could only reject me. I didn't want to lose such a friend. That was right… She was the only friend I ever had.

Then the devil came…

"Would like to see and hear?" My heart practically stopped. For the first time in my life, I heard a voice echoing through my head. The body writhed during the experience. A sudden culmination of joy shot up from my lips. The miracle happened. Though a split second, I heard the world around me. Tears came to my eyes. I longed for such a moment. I prayed every night that I might someday be able to see and hear. On that day, I finally did.

Satan continued, "I can see you're excited. I can make you hear and see. It'll be like you were never afflicted with these problems."

"But how?" I asked within my head, "How are talking to me?"

"Through telepathy," it replied, "My name is Kyubey, and I grant wishes in exchange for a bit of service. What do you think of this world?"

"I love this world," I replied, "Everything about it so grand. People are truly a work of art, masterpieces even. I would do anything for society if I could."

Kyubey had me where he wanted me. "This world is plagued with evil entities known as witches. They will destroy society, and everything you know and love will fall. They will even harm…sensei." My dream shattered; a new one took this place. In this one, the world was a black void consisting of nothing but pain. Bodies were littered all around, and some were placed in a pile. Onto of that pile, I saw the gorgeous woman with the short brown hair. I had made love to her so many times in my head. My heart cracked in twain. As I fell to me knees, the gravel shredded my pant legs, ripping into my tender flesh. The blood scattered across the rocky floor. The air no longer smelt of dew; the scent of death lingered like noxious gas hell bent of tearing this world a sunder. Over the bodies, men who were no longer men but beasts, mocked me, pointing with their demented fingers.

"Look!" they cried, "This child can do nothing. Shall we eat him next?" Their shrieks filled the night air. My heart sank as these images repeated again and again and again. Kyubey, who stood close enough that I could sense his cold body, was this planet's only hope.

"Let me see!" I yelled with my mouth, "Let me hear!"

Light flooded into my eyes

Such an awe stopping moment stopped my heart. I fell from my chair, cupping my hands over my eyes to protect them from such a bright light. Before, everything was either white or black, but as I opened my eyes; waves of color flooded past the cornea, the lens, and to my retina. My breathing paused. The whole room spun as I gripped the back of the chair and looked down. Soon, everything began to focus; my eyes centered on one object, the piece of paper covered with Hiragana. Written in a row were all the symbols in the alphabet. My head shot around the room, staring at different things I knew but could never see. Appliances people take for granted became tools of wonder for me. But there was one other thing I needed to prove. I ran to the TV and pressed the largest button. The screen flickered on; a man in a suit, sitting behind a desk, was reporting the evening news.

"And today," he said, "High School students from all over Japan are meeting in Kyoto for a massive excursion into the history of our country." I fell to my butt. I could care less about the story. My second miracle happened.

Vibrations filled my ears.

I looked to the white devil, a strange rabbit like creature with beating red eyes. "Thank you…so much." I opened my palm. Sitting in plain sight was the source of my power, an egg shaped object that created the greatest happiness and the worst pain.

**Memory 5**

Upon the night of my first witch encounter, I went home with a white face and tears streaking my cheeks. I watched that little girl, Kotomi, die and couldn't help her in spite of this power I supposedly had. Everything was a lie. When I awoke, I learned my father hadn't lived with us since he was born. My mother was a drunken slut with no job. I never forgot Ibuki-sensei's words. Human kind was a good entity. We might do wrong, but the good will always outset the bad. I was the perfect example. The doctors were baffled with my sudden recovery; they joked, saying "perhaps I confessed my sins." In the end, through my heard work and goodness, I found a way to escape the bad.

And then Kotomi died. I returned home in a fit of rage. The white devil had been living at my place, unseen by my mother. He made little sound but urged me to witch hunt as quickly as I could. Within a week of my recovery, Ibuki-sensei stopped her teaching sessions. I was supposed to be happy with her once I gained my sight and hearing. That was the first mistake. Kotomi was the second.

Kyubey was waiting for me when I arrived. "You did well tonight?"

"Fuck you!" I screamed, "If you know what happened, why didn't you stop it?"

"Some Puella Magica will be killed," Kyubey informed, "I have no control over who loses their heads." There was a glass sitting on the table. With as much force as I could muster, I chucked it at Kyubey, nailing the creature's skull. The shards of glass embedded into his skin; Kyubey's body toppled to the floor. It didn't move. My heart thundered in my chest as a smile crossed my lips. I killed him… I did it. No one can be harmed like Kotomi was.

"You must realize that I have evolved beyond the use of a singular body. My sweat turned cold as I saw those same beating eyes glare back at me from the darkness. Kyubey, in copied body, jumped out from the shadows, waltzing over his body. His mouth opened for the first time since I'd met him. He began through the flesh on his corpse. Every bone crunched as he chewed through it. My stomach churned. My hands covered my mouth as I fell onto the couch. Vomit escaped my lips, covering the carpet.

Kyubey said, "You humans are all the same. You fail to see the good I am doing for our universe. My time on this planet has showed me that humans view themselves as the only creatures in existence. They fail to realize their own worthlessness in the grand scheme of things." I continued to throw up. "Look at you. You become sick so easily, and it incapacitates even the strongest of men. You expect me to be impressed? Just look at your world. You'll see how truly hypocritical and at fault you humans are. You speak of the good within human nature. I beg to differ. Human nature is a source of destruction, and that destruction is easily manipulated into something far greater. You humans have little worth."

"What are you?"

"As I said before, I am Kyubey." With that, the white beast jumped to the coffee table; his little paw clicking the power button on the remote. The TV flickered on. My face went white as he saw the news headlines.

_Body of Eight Year Old Girl Found_

_The story went as follows. Police uncovered the body of a young girl in Kyoto. The corpse, still fresh, suffered multiple lacerations across the back, breasts, and face. Her arms and legs were broken in multiple places. She died by a multiple slashes across her neck, one cutting through the jugular. Though too soon to tell, police suspected she was the victim of rape. Along with the body, a note was found. The contents of the note would not be read due to its graphic detail. There were no suspects, no murder weapons, and few clues to work with. _

Kyubey said, "You realize her case will most likely go unsolved. This is the true nature of humanity. And you call me evil, a beast, a monster. Look how easy evil can be accomplished while justice feigns ignorance to protect the masses from the truth of this unsolvable case. If I am scum, then humanity is worse than scum."

"You're…wrong," I cried out as the story progressed. My brow dripped with sweat; My legs gave out, and he fell back to the chair. It was the same place my eyes were first opened. I wanted them closed even more. I never expected a world as disgusting as this one. Glued to the horror, my eyes fixated themselves on the screen. Kyubey flipped to another news station.

_Politician Caught Extorting Money _

…The next…

_Father Murders Family over Unpaid Bills_

…the next…

_Earthquake Strikes Central Europe. Thousands Left Dead_

…the next…

_End of the World Rioters Kill School Children, Put Down By Police_

All of these even happened over the world, but I felt as though they were right in his back door. Each horrid picture sent a chill down my spine. I tried to remember Ibuki-sensei's words, but Shakespeare had his limits. Perhaps Hamlet was right. What a piece of work is man… Even an evil piece can be a work of art. I pushed all these thoughts from his head; they dug deeper into his mind. Drool escaped my mouth. My tongue twitched about as eyelids clamped shut. I prayed that I would go blind and deaf again.

Kyubey finally showed mercy. The TV shut off. "I've done nothing to wrong you. You accepted the terms of our agreement."

"You tricked me!" I screamed, "You didn't tell me I had no father or the world was like this! You lied to me!"

"I am incapable of lying," Kyubey replied, "Though by definition, you're concept of a lie may be equal to leaving out segments of information. I do believe logic dictates that I have suppressed evidence from you, and therefore, by illogical human standards, I can be considered a liar. Very well, I accept your premise and conclusion. I am liar."

I screamed out. "Fuck you! Stop with this logic shit. Humans aren't logical. Don't you understand that?"

"Perhaps the universe would be superior if you were a logical species." Kyubey jumped from his spot to the window. As I cried his heart out at what he saw, his employer took leave via the window. I knew and did nothing. I sunk down the couch until his body was sprawled out on the dirt cover floor. Mother's apartment was a wreck…just like the world. I stared into his hands; blood dripped from them to my face. I knew though that this blood lacked physical properties. As I bathed myself in the red, he screamed out, begging for the hallucination to stop. The words written on my face went as so…

What a piece of work is a man! how noble in reason!  
how infinite in faculty! in form and moving how  
express and admirable! in action how like an angel!  
in apprehension how like a god! the beauty of the  
world! the paragon of animals!

**Reality**

Ibuki-sensei's heart throbbed as she listened to Michio's story. She yearned to call out and gold him, but a strange force imprisoned her muscles. Her eyes wept tears of anguish and melancholy. To her, Michio's story was a strange one, but the young man gave no inclination to a fabrication. Throughout his tale, his eyes remained dead serious. They provoked little emotion behind the occasional tear. The gate of his heart closed itself to the world once again.

"More happened after that," he said, "But…that has little meaning now. It doesn't make up for what happened or will happen." Ibuki, unable to speak, only found the will to unsurely bob her head; Michio laughed. He reached his hand into his pocket and pulled out the golden egg from his story. He tossed it to Ibuki. "If you don't believe me, that should do it…"

She asked, "This is…?"

"Kyubey called it a Soul Gem," Michio replied, "It's…the source of my powers. I'd shoe you what I can do, but I'd risk destroying my poor whore's apartment. I don't think she'd get many callers if she lived in a box."

"You shouldn't talk about your mother that way!" Michio ignore the teacher's snap. Whether or not it was true meant little to him. His mother was a whore, a self disparaging woman with little confidence in anything other than her sexual dealings. She was a bitch and probably diseased infested. Michio inquired little into his mother's life. He gave up on her the night Kyubey showed him the horror on the TV.

Despite all this, Ibuki didn't seem mad. She acted touched and slightly embarrassed. "Did you really mean it when you said you loved me?" Michio's face burned bright red. His story included his feelings and fantasies. At the time, he gave little thought to explaining the situation as it was a key factor in his decision with Kyubey, and when all was said and done, he felt like a child.

"I did…" he answered, "You were the only person I knew beyond mother, and she never talked with me. Can you really blame me for caring? Look at me Ibuki-sensei-"

She stopped him. "You can call me Ayami."

Michio's face went a deeper red. "Ayami, I never knew anyone beyond you, so I fell in love and have remained in love despite all that has transpired. You are the one constant that I can look too; I know that you will never change." She put her arms around him, caressing his head in her breasts. Michio's eyes shut. His wishes came true. He was in the arms of his beloved, and he was once again blind if only for a moment.

"You're a good person, Michio," she said, "You can't expect this world to be all good. Bad stuff will happen, and you have to accept it. Mankind possesses the qualities for both good and bad."

"What do I do?" he posed, "I can't stand to see or hear. I want it to go back to the way things were." Her nimble fingers stroked the back of his neck. Michio cooed in bliss as she ruffled his hair and squeezed tighter.

Ayami asked, "Why did you tell me all this?"

"Because-" Michio had no time to answer. As he lifted his head, he found the lips of the person he loved more than anyone pressed firmly against his. She held herself there; his eyes shut as he lost himself in such a tender embrace. The world was once again whole.

Vvvvvvvvvvvvvvvv

With a few shots from her new and improved rifles, Mami blasted another six holes inside stringy witch she chased down. The creature, resembling a girl with pigtails morphed with a praying mantis, shrieked an ear wrenching scream. With its many legs, it scurried up the walls of the labyrinth, a twisted playground of such. Mami gave chase; her legs kicked up the wall. She utilized her newest ability, creating two massive cannons out of thin air. Huge beams of light shot out from each one, tearing into the flesh of the witch. Upon watching the monster topple to the earth, she resumed blasting it with volleys of rifle fire. As Michio had said, she learned to use the full extent of her power. More than one rifle speared from thin air. She fired at least eight at time but felt as though she could still do better.

The witch, named Annabel, released a wave of linked chains. Each set sought to encompass Mami within a tight and life ending embrace. She was too quick. Mami dove to the left, firing off another set of shots. Annabel took the brunt of the attack, breaking off the assault to make another run across the walls. Mami smirked. She took off her hat and shook it about. Flint lock rifles dropped from the smallest hole. She at least had twenty. Feeling that was not yet enough, she curtsied, dropping another four from her skirt. Focused and ready, Mami shot and disposed of her rifles without breaking a sweat. Her eyes locked onto the speeding witch. She missed not a shot as the bullets tore into the slimy black flesh of Annabel. The pigtail mantis collided with the ground. It screamed in agony as Mami placed her right foot on its hole ridden body. She popped round after round into its head until the creature breathing its last. The mantis body went still, and the labyrinth lifted. All that remained of the fight was the Grief Seed, which Mami used to restore her magical energy.

"You're getting better at it." It didn't take a second for Mami to realize that Kyubey had been watching her the entire time. She sensed him well before the battle took place. "You don't give it time to think anymore."

Mami pocketed her Soul Gem, straightening out the skirt to her uniform. "If I did, it wouldn't only come back to bite me in the butt."

"You seem angry…" How could she not be angry? She witnessed Michio, who she considered an ally, slaughter a group on innocent people for no apparent reason. It took all she could to track a witch down and put it to death for its crimes.

"It wasn't the one…" she replied.

"The one?"

"The witch that possessed all those people," she explained, "That bastard is still out there. This was just, I don't know, a young witch."

Kyubey asked, "How do you know this wasn't the one?"

"I can feel it…" Kyubey watched as Mami departed; he made no moves towards her or any other attempt to communicate. For the first time, Mami proved her worth. She would make an excellent source of energy without the added effects of Michio or Akio. Yes, she would be an excellent witch.

**End of Chapter 4**

Sorry it took so long to get this published. This little thing called college really likes to get in the way of my writing. Keep on reviewing too. I love to hear your comments as it keeps me going.


	6. At the End of the Day

**Chapter 5**

At the End of the Day

That morning, Mami could barely concentrate in school. Her teachers, even the one in her favorite class, rambled about their subjects; her mind was focused elsewhere. The night before was a dismal reminder of her work's dark nature. She tried to sleeping, but the faces of those at the docks stuck in her head. All in all, she figured she got less than two hours of sleep, and every time she thought about resting, her head would sag, and the teacher would yell at her. The day was a train wreck; she decided to avoid what few friends she had and hide out on the roof. Classes at this point were pointless. She played with her hair and watched the birds over head. A tear came to her eye.

"You should not feel for those who died," Staring down at her was the emotionless face of her proctor, "Though a tad barbaric, Michio did perform his duty, and you performed yours. I was impressed with the way you handled that witch."

Mami sighed. "You said it yourself that the witch who possessed those people at the dock wasn't the same one I killed. He's still loose; people can still get hurt." The sun beat down upon her face; Mami squinter her eyes. The clouds were finally breaking, and sun peeked through with all its glory. The air around Mami and Kyubey warmed; she breathed deep.

"I understand your concern," Kyubey assured, "but Michio's sporadic solution has most likely frightened into hiding for the time being. My guess is it left just as you two arrived; it won't be that lucky a second time. Don't blame yourself for what he did."

"Was there really no hope for those people…?"

"If the witch is destroyed, the spell will be broken," Kyubey explained, "Other than that, it is impossible to convince people otherwise. However, I do not condone mass murder when other resolutions are available." Mami found herself smiling. She sat up and grabbed Kyubey, holding him close to her. He was warm like the sun; she found him somewhat adorable.

She kissed him on the forehead. "You're a good friend," she added, "Thank you for everything."

"My pleasure."

vvvvvvvvvvvvvvv

Mami spent the next several hours with Kyubey until the white beast took leave to take care of "other business." Mami was alone on the rooftop again. She sighed deeply as resumed her bird watching. School was almost over judging from the position of the sun. She listened to the opened windows. Her fellow classmates were laughing and giggling. The day was almost over; she could resume hunting for that witch. What else could she do? She had no friends, her apartment was dreary and lonely, and she lacked any spending money. It was always like this, lonely. Even when her parents were alive, she was alone. All they ever did was fight about this and that. Hell, she thought they would get divorced within the next year. Despite this, their death saddened Mami. They were the closest thing to friends she had. Her mother would talk with her after school; they got along great. Even her father was more than willing to lend an ear. She wished their relationship had been better, but none of that mattered anymore. They were dead; she failed to wish them back to life.

And as she watched the sun, Mami broke into pitiful cry. A new world started forming within her mind. Michio's words got too her, and she realized exactly what he meant. This world was a dead piece of wood, floating aimlessly in a vast sea. However, unlike Michio, she saw the good in people. Human kind retained some merit. If they hadn't, the world would no longer exist. They would all be dead from their own insanity. It was that small remaining amount of sanity that needed protection. Kyubey also understood this, and though she knew nothing of his reasons for helping, she knew Kyubey was an ally and friend.

She rose to her feet and watched the yet another flock of birds. The door leading down to the school opened. Without having to look, Mami knew it was Akio; he was the only one who would bother to check up on her. She flashed a little smile and turned to him. The young man ran his hand up and down his short haircut. His school uniform was wrinkled in every place. Upon seeing that Mami was staring, his face flushed, and he let out a series of load chuckles to hide his embarrassment. Mami laughed in return for she knew what he was covering for.

"I asked around, and someone said you were up here," he said once all the funny business was said and done, "Have you been up here all day?"

"Almost," she replied, "I was just watching the sky."

"If you skip class, you're going to end up like Michio," Akio joked, "I swear he's going to fail. The guys eighteen and a freshmen, and he's not worried about failing. Can you believe it? I mean if I was like him I'd be freaking out and getting my butt to class everyday. I wonder if he passed any of his-"

Mami placed her hands on her shoulders. "Akio, you're rambling again. You shouldn't care about Michio so much. Let him waste his own life."

"Don't be so mad," he replied, "Michio told me about what happened at the docks. He's a…loose cannon, that one. He likes to do things his own ways unless you involve that cute teacher. Throw her in the mix, and he acts like Don Juan." That didn't matter to Mami. He still killed all those people, and she wasn't sure how to trust him. A loose cannon was the perfect description.

Akio continued, "Anyways, I know how much you love talking about Michio, but I got something I need to ask you." Mami bit her lip, trying not to scold Akio for the first part of his sentence. If she had her way, Michio could be the last subject in the world, and she would still avoid it. "Tonight, we're going on a witch hunt, and I wanted to know if you'd like to come."

"We…as in you and Michio?"

Akio laughed. "No silly. We as in me and Nana. We always go witch hunting together, and Michio tags along sometimes when he decides to drop the whole 'holy than thou' badass routine. Nana's quite supportive. Like one time, we were out, and this witch was taking me too town. I was dead, gone, finished, seconds away from meeting my maker. The, I see Nana from the corner of my eye, calm as can be, and she blows me a kiss. Bam! It was like over 900000%, and I wasted that witch. Nana's the best, you know. She really-"

Mami sighed. "Akio, please, you really need to get that rambling thing under control." She wasn't sure if his story was the most adorable thing she'd ever heard or the sappiest. However, Akio was gung ho for the big confrontation; he acted like he could take an army with her help. Hell, with Kyubey's powers, he probably could.

"I wasn't rambling," he defended, "I was telling you a story, and you didn't let me finish…"

"I'm sorry." Mami was about to let him go on when a thought crossed her mind. "Akio, isn't it dangerous to bring Nana along." Struck with this revelation, Akio scratched his chin, pretending to be caught up in thought. The answer was obvious, and Mami patently waited for his statement. Akio, on the other hand, had other plans. He played around with the idea, making all sort of inquisitive grunts and mumbles like the question rivaled philosophical debates revolving around the meaning of life.

Finally, he said, "I never thought about it that way."

"You're kidding…" It was all Mami could do to smile.

"Of course I am," Akio assured, "You didn't really think that thought never crossed my mind?" With Akio, Mami wasn't too sure what to think. Forgetting a Puella Magica's job was dangerous and treating it like a video came seemed like something he might do. Mami kept those thoughts to herself, lying about joking around. Akio bought right into it, patting her on the shoulder loveably.

He asked, "Can I count you in for today?"

"Of course," Mami replied. Her mission was set.

Vvvvvvvvvvvvvvvvvvvvvvvv

After school, Nana was the first to meet Mami outside the high school doors. She was glad Nana came first as standing by the doors proved awkward especially when the men commented about her. Some were loud enough for her to hear, and there perverted comments sent a shiver down their spine. At ease, Mami chatted with Nana about clothes and classes until Akio ran through the front doors with his school bag flapping about. He jumped down the few stairs like a little kid.

"Really Akio, you should calm down." Upon hearing that voice, Mami looked away. Michio, wearing his uniform loosely, stepped down the stairs. He flipped a hundred yen coin in his hand as he assessed the group. Akio and Nana were flirting as always, a disgusting scene to witness for someone who considered their relationship childish.

Poking Mami's shoulder, he said, "What's your deal? I do something to piss you off?"

"Like you don't know!" Mami shouted. Practically every student in the courtyard glanced over; Akio desperately tried to cover it up.

"Don't tell me you're still pissed about what happened at the docks," Michio grumbled, "I did what I had to. Those people were mad."

"You didn't even try to help them!" Michio recoiled as Mami swung a fist at him. She broke down into tears, dropping to her knees. Michio spit at the floor as he realized he was getting nowhere. Like last night, Mami refused to listen to his reasons; she paraded around her heroic sense of justice. He had it up to here with this childish behavior. With as much for as he could muster, he pulled Mami to her feet, glared straight into her eyes, and opened his mouth.

"Stop with this preschooler behavior!" he snapped, "People die because witches kill them. You got that. Do you know how more innocent people might have died if we let those rioters continue? I'm not going to stand by a let anyone else die. Not when I can do something about it!"

Akio stepped between them, breaking Michio's tight grip on Mami. "Listen, we're in this together. If you two want to fight it out, that's fine, but when we're stating a hunt, you two put your differences behind you. Got that?" For the first time, Mami witnessed Akio's darker side. His voice was stern; his eyes slanted. They specifically targeted Michio, warning him to cool down or else. Mami stepped away from the two young men.

"Looks like you've grown some balls," Michio shot.

"Looks like you've grown some as well!" Akio playfully slapped Michio's cheek. "I see we've gotten a kiss lately. I spy with my little eye something that is pink and lip shaped on this one's cheek." Michio broke away from the conversation. His arm furiously rubbed at his cheek until it was a vibrant red. Mami found herself giggling. Only Akio could take a completely serious situation and turn it on its head.

Nana piped up, "So Michio, are you going to tell?"

"Fuck you…" he muttered, "It's nothing. There was nothing there…"

"I beg to differ," Akio joined in, "I saw, there on your left cheek, the faint outlines of a smooch. Perhaps a present from an all too familiar teacher or would I be mistaken?" He looked to Mami and his girlfriend. "Look at this guy. One minute he's all 'we need to fight the good fight' and the next he's sniveling like a school boy, who just got acknowledged by his first crush. It's better than an opera!" Akio's insulting laughter was cut off as Michio's muscular palm grip around his throat. He squeezed tight, enough that Akio's face drained off all color. He tried to breath, but nothing dared pass his tender trachea less it be corrupted by Michio's love fueled rage.

Michio spat, "Ramble anymore, and I strange you with your own windpipe." With that, he loosened his grip. Akio fumbled away, hiding behind poor Nana, who would be unable to stand up for herself in a real fight.

"You're a scary person…" Akio said, "Nevertheless, I do believe you owe an apology."

"You started it!" Michio replied, "I'm not giving you anything. Got that?"

"I mean to our young miss." Akio held his hand out to Mami. Unsure what to say or do, she simply took it; Akio pulled Michio and her together. Their bodies almost touched. Mami bit her tongue; her face went red from embarrassment and anger. Fumes poured from her ears. She didn't want an apology. She wanted him to go away and never show his murderous face again.

Michio growled, "I didn't do anything wrong."

"Still, you've offended your friend," Nana protested, "I'm with Akio. You need to apologize to her." Again, Michio tore away from the group. With his back turned to them, he formed a fist. His teeth ground together as he held back lashing out against them. His thoughts fled to Ayami, who beseeched him to make things right. Seeing her face, he couldn't very well say no.

So he did the only thing he knew how. "I'll promise to not act as rashly as I did before." He turned to Mami. "But I won't apologize for what I did. I was justified against those wretches. You have to understand that." Everyone turned to Mami, who refused to look at his eyes. No one dared speak until a strange sense struck all of them. It was familiar, but not friendly nor evil.

"Kyubey's here…" Michio grumbled. Just as they sensed, Kyubey sat upon the school gate, staring down at them with wide eyes.

"Hey there Kyubekins!" Akio called out, "How long have you been there?"

Kyubey did his impression of a smile, which wasn't much to the human eye, but it existed in his heart. "Not long. I sensed your energies and came to see what the group was doing. Witch hunting, I presume?"

"Fuck off," Michio yelled, "We don't need your help."

"Why are you always like this?" Mami scolded, forcing her way in front of Michio, "Kyubey hasn't done anything to you." Akio and Nana groaned as another fight started to brew. Taking Mami and Michio by the hands, Akio led them away from the gates and into the city.

Vvvvvvvvvvvvvvvv

Akio was the first to sense the witch. Leading the group towards the east side, they found themselves surrounded by the scum and villainy Michio was so used to. The air stunk of must and mold as they dug deeper into the alley ways. They finally came to the culmination of the negative energy. It sat outside a single house, hovering at the door as if waiting to enter. Michio examined the house. It was old, probably built when the eastside was fist constructed forty years ago. The lights remained at a dim setting; an uncanny aura of sexuality and perversion radiated off the windows. Michio breathed deep. His eyes lit up as he realized the nature of such a complex. He approached the door, ran his fingers along the frame, and held a small pocket light up to it. With the correct amount of illumination, he could see how vibrant red the frame had been painted, an odd color for a home such as this.

"This is a whore house," he said, "Looks to still be in business. It's most likely part of the Underground though I wouldn't doubt that they don't get assistance from other outside prostitution circles as well as some horny politicians."

Mami spoke right up, "Prostitution's illegal though…"

"You'll find loopholes in the system all the time," Akio replied, hoping it would quell another fight. Michio growled at their youngest member's outburst. He lived in this part of the city all his life and knew how the criminal underground worked. To say anything was illegal was a child's dream. Nothing is illegal until the person gets caught.

"The sex industry is a multiple million dollar business," Michio explained, "They hire people with the technical knowhow to exploit those loopholes. This is a whore house most definitely." Again, Michio examined the red frame to assure himself of his induction. Whoever painted the frame did a poor job; it wasn't even close to what a professional builder would do.

"Why would it be hanging around here?" Nana posed, "I'm getting the creeps just standing here."

Akio threw his arm around her. "Don't worry. I won't let any mean pimps come and slap you around. Scouts honor"

"It be appreciated if you'd refrain from your lovey dovey behavior while we're on the hunt," Michio ordered, "And to answer your question. Witches hang around spots with high negative energy. If they can't create said energy, they feed off of it. My guess is our little friend in there used up a lot of energy possessing those people and luring them to the docks. To add insult to injury, it used up even more energy trying to escape when it sensed we were in the area. An unfortunate bastard."

"So you're saying it's weak?" Nana asked.

"That's putting it nicely. I was surprised Akio could sense it from where he did," Michio continued, "Good job. We might have missed it, and then we'd be fighting something far more powerful." With a snap of Michio's fingers, the fragment of energy expanded, engulfing the Puella Magica. When her eyes opened, Mami witnessed a dark world that smelt of perfume and sweat. The walls were a dark purple, lights of every color flashed around, and music with a strong beat echoed through the halls. The glass floor reflected the lights, shining them every which way. Still, Mami could barely see down the hall in front of her.

Michio chuckled. "We find you in front a whore house, and you lead us into a strip club. Ironic, wouldn't you say?" His question was to Akio.

"Thank god I'm not epileptic," he replied, placing an arm on Nana, "You ok?" She nodded her head while trying to gaze down the hall. There were no strange shadows, no threatening images, no nothing. The club was empty as though it had closed down, and no one bothered to turn off the lights.

"I have a weird vib from this place," Mami muttered, "Shouldn't familiars be attacking us by now?"

Michio explained, "It's probably too weak to control them. Notice that the witch was hiding in the center of an area surrounded by filth. Money it hardly has any strength less."

"Too bad Kyubey isn't here," Akio sarcastically grumbled, "I bet he could tell us what was going on." Michio stomped his foot and began trekking down the long hall. Akio gave a laugh, took Nana's hand, and sprinted after their so called leader. With the uneasy feeling lingering, Mami cautiously gave chase. She could feel the heaviness in the air; it outdid the other two witches by at least two hundred percent. It grew worse as the group made their way down the hall.

She asked, "Does anyone else have this weight on their chest?"

"The witch is exhausting its final energy supplies so it can take more in," Michio elucidated, "Think of it like a battery. It wants to use up every ounce of power before recharging itself because fresh energy is superior over old energy. It's working pretty hard too."

"It knows we're here…" Mami said.

"You are getting much better at this." A firm hand scratched at Mami's head; she closed her eyes and ducked, trying to avoid Michio's friendly offering. The last thing she wanted was a childish peace offering. They were on a mission, no a friendship retreat. Bolting passed their leader, Mami fled down the halls of the labyrinth. The embarrassment oozed from her cheeks.

Akio snickered. "Truly an innocent girl!"

vvvvvvvvvvvvvvvvvvv

After what seemed like hours of walking, the group arrived at a single pink door. A collaboration of loud music echoed from within the sealed chambers; Mami tightened her hands around her gun. The air turned into a swelter as Michio reached for the door handle. He paused for only second, looking back at Akio. The young machine gunner finished loading his gun, a spectacular gold piece of equipment that resembled the technical ingenuity of an AK-47. His dark gloved hands ran along the barrel as if cleaning the already spotless piece of equipment. His practically all black outfit made him a ghost in the seductively lit hall. Only the whites in his eyes and the color of his face gave him away.

"Tell Nana to wait here," Michio commanded, "This witch might be weak, but it doesn't mean it's stupid. It'll take advantage of our odd man…er, girl…out."

"I gottcha!" Akio cheered, turning to his girlfriend who gave a frown of disappointment. "I got to get going, but wait here for me, ok. I'll be back before you know it." He flashed her a smile, which perked Nana's expression up almost instantly.

She said, "I know you'll do just fine" and took a seat by the door. Michio pressed his cold hands against the poorly constructed door. The wood creaked as it slid away. The music grew exponentially. The sounds of eruptive cheering emerged from the opening. As Mami entered, she saw the faces of a thousand men, all shadows, staring down at them. There black hands plunged into the air as slips of paper were tossed towards the floor. As Mami watched the paper yen float to the floor, the witch, by the name of Alma, moaned in organism as the massive humanoid shape wrapped her legs around a silver pole. The creature before them resembled any attractive woman Mami had seen in her life. A pink shade blotched out its face, body, and genitals. Alma spun around the pole; her hands welcomed the Puella Magica to her domain.

Michio turned to Mami. "Don't touch the yen…" His sword smashed down on one of the bills, which exploded like a firecracker. Hints of shrapnel spread to the far corners of the stage, and only a shield formed by Akio kept them safe.

"So Michio, would you say this is the weirdest ones we've encountered," Akio said with a smirk, "Glad I didn't bring Nana in here. She'd kill me if she knew I went to the strip club." With his AK-47, he sprayed bullets along the floor, detonating of the remaining bills. The crowd continued throwing them.

"We'll have to deal with the audience until the witch is dead…" Michio said, "Mami, do you think you can take pot shots at Alma until we can get close enough."

"I'll do my best," Mami called out, already firing away her rifles. Her hands glided to the optimum location to shoot; her guns appeared before her like magic, firing away at the grisly show girl. The barrage of pellets collided with the stage. Alma slipped her way up the pole, and each bullet passed just below her. The witch's body slid down; a beam of red fired from her eyes. The Puella Magica jumped away in desperation; their feet pushing on the deadly yen. Explosions erupted around the stage. Mami found herself in a vortex of pain as the unseeing detonation sent her high into the air. Barely able to recover, she let out another round of bullets, each one whizzing by with little impact. Her teeth ached as she hit the ground; blood dripped from her mouth.

In the midst of the blast, Michio charged straight at Alma despite the legion of shrapnel tearing through his flesh. He felt the blood spew from his body as he hacked at Alma. The human bug slid up into her safe zone; his sword slashed through the stripper pole. Sneering, he watched as it quickly reformed and two distinct lasers struck his body. Michio screamed in agony as he was tossed from the stage and into the pool of yen.

Akio unleashed his fury at the crowd; his bullets pierced the body and faces off all who dared not flee. However, they were not fazed but unloaded another truck load of bills into the arena. Akio held his breath as the mound fell upon him; the explosion was so great that it sent the barely recovered Mami ripping through the nearest wall. Akio jumped up from the location he fell. His whole body felt ready to shut down. Blood dripped from every pour. His hearing buzzed beyond what a normal human could take. The world around him felt dead as he staggered away, vision blurry and hearing corrupted.

He lurched towards Michio, who had only regained composer himself. His voice crackled. "I thought you said this thing was weak…"

Michio spit out the blood pooling in his mouth. "It tricked us. The monster just fucked with us. It's been at full power this entire time."

"They can do that?"

"I didn't think they were that smart either…" Spitting again, Michio ran headfirst into the witch, swinging his sword like a madman, and praying he would hit something. His blade tore through the pole; his legs forced his body into the air. Alma chopped her fist at him; his sword slashed down.

Mami stared in horror as the witch cut Michio down. His limp body toppled to the Earth, resting in the center of the arena. Michio didn't get up.

vvvvvvvvvvvv

Kyubey admired his Puella Magica beyond anything else. They were this universe's saviors, a sacrifice for the greater good. He grew tired of Themor's antics, his bureaucratic attitude, and his limits at the number of witches that could be amassed at one time. While he knew his project was undergoing a fight they were sure to underestimate, he returned to the interdimension ship and requested a meeting amongst the Incubators. Seeing no reason to refuse, Themor agreed to it, and as Kyubey watched as his fellow Incubators gathered, he prepared for a new reign amongst them, a reign that would prove him king and ultimately messiah.

The Incubators gathered inside a massive room, construct of pure metal. They relinquished their earthly bodies for a more suitable and easily moveable host, a machine. As they settled into their respective spots, Kyubey approached in his beastly form; the other Incubators questioned the reason for this meeting and Kyubey's apparent lack of respect.

Themor announced, "This meeting has been called to address a current issue. I'll have the one currently known to this planet as Kyubey come forward."

His cue was met. "My fellow Incubators, I come before you as a friend and brother, who seeks the rebirth of this universe as you all do. We come from a dying world, a dying people, and have entered a dying galaxy to save a dying universe. Everything around us is slowly perishing, and nothing that we have tried can combat the inevitable. In different quadrants and galaxies, our kind is amassing a corpulent amount of energy in hopes that we can reverse the path on Entropy and thus return this state of matter to suitable living condition for us all. This planet called Earth is just one of the many solutions devised by members of our high counsel, and unfortunately, we've become the black sheep of our society. They claim we show little to no results and that out times wasted on learning the ways of humans could be spent on collecting energy. I think differently. Our time is well worth the effort. Look at how much energy we produce from the single witch, and though it takes time to cultivate that energy, it exceeds any and all other forms. The group researching meteors collects energy in abundance, but is it of any use? No, it runs out quickly and yields little to the reversal on Entropy. The group experimenting with the creation of energy yields less than we do. They try to break fundamental rules of our universe, and the high counsel still revels in them. They look at us, spit upon us, and demand results. I give you two possible results that will end crusade against Armageddon. The first has already been established, my Project 24601. Currently, I expect it generate more energy than all our work combined has created. Understand the importance of human emotion to the extraction of energy. A human who is emotional unstable yields a greater profit then those content with life. Do not go for the religious types who set in their ways and find themselves satisfied with their god. Do not go for those overly conservative for may as well ignore the fact that they will refuse the wish. You must go for those with emotional iniquities. Form upon them your wishes and offers of grandeur. They will accept. If you find a suitable candidate who is unwilling to accept, create the solution for them; make them accept. I have crashed cars and murder a family to assure this universe's safety. This one Puella Magica holds the potential to save our world from itself."

One of the other Incubators called out, "What of this other possibly you speak of? We have all been briefed on 24601. Are you wasting our time by simply reporting that which we already know?"

"That may seem that case, and you must forgive me if I am repeating myself," Kyubey continued, "I've been working hard the last several days. Though my body can be replaced, I'm afraid my mind is subject to exhaustion." A massive screen behind him lit up. A single photo appeared; the Incubators grumbled.

"Friends, I present to you our savior. 24601 has proven to me one thing, one very important thing. Emotions in humans are the most important tool against them. Even if my current project falters, which I do not foresee happening, it has not been in vain. The data gathered can be used against this one child, who will create for us a never ending kingdom." The Incubators grumbled louder. They claimed she showed no real distinction against the others; she was plain. What magical abilities could she have? Others threatened Kyubey and claimed he was off his mind. They rebuked him, saying power went to his head. Kyubey could only grin.

"My colleagues," he said, "I request a vote of confidence. I wish to amass out forces and end this long struggle. Themor, though qualified, has moved too slowly." The crowd stopped in an instant. All ears focused on their speaker. Themor felt his mind tense up. He was not liked by the others, and many shared a common opinion that he worked to slowly. He suddenly realized what this meeting was about. It was a power struggle, an attempt to grant full control to Kyubey, who usually was well liked by the others. He shuttered as the news crowded to thoughts. If Kyubey could convince them of the validity of 24601 and the energy potential of this new girl, he could garner the votes. The system was intact. He could be removed with a simple majority vote. Themor trembled as Kyubey's voice boomed.

"I recommend a vote to replace the leader of this expedition," Kyubey called out, "I wish to take Themor's place and lead everyone to salvation. Will you stand with me?" The crowd remained silent, and only after a few seconds, one of the Incubators spoke.

"How do we know this girl holds true salvation or that 24601 will yield positive results?"

Kyubey replied, "24601 will produce a powerful witch nonetheless of its fate."

"But are you sure about it?"

"No…" Kyubey replied, "Despite my early words to keep optimism high, 24601 had failed. The subject did not react to the human males as I hoped. I expected her to fall in love or act sisterly towards them. Instead, my males have turned that into resentment. Regardless, she will become a strong witch; I do not want anyone to think this was a worthless venture."

Another Incubator yelled, "Then how do we know this girl is not another mistake?" After pressing several buttons upon the control unit in front of him, the picture filled with stats concerning magical aptitude. The crowd gasped as they witness the sheer potential even without Kyubey's supposed emotional weakening. The subject was beyond powerful; they were truly a saint. The Incubators silenced their questions. All refused to look at Kyubey, to ashamed to admit their fault. Themor knew he was dead in their eyes. Kyubey knew he had won.

Project 24601 had been excellent start to an even greater emergence.

"Incubators, I tell you the truth, Madoka Kaname will be our messiah."

vvvvvvvvvvvvvvv

In the midst of the fight and explosions, Mami cuddled Michio in her arms. A tear left her eye as she stared down at his lifeless body. Akio watched from in distance, a look of pure shock painted on her face. Stroking his hair, Mami prayed he would wake up and prayed for the strength to destroy Alma.

"Please let it be all right!" she called out. A hand gripped her arm. With a half smile, Michio tightly gripped her arms, pulling her close into his chest. She spun her body around, so her back rested in his chest. He took Mami's hand and wrapped it around the rifle trigger. With his other hand, he aimed it. His hand covered Mami's trigger finger. Together, they aimed at the beasts head. Alma, caught completely off guard by her enemy's revival, moved not an inch.

Michio whispered in Mami's ear, "That bastard isn't the only one who can play a practical joke and pretend to be out." Together, they pulled the trigger. A single rifle round emerged from the gun; Mami watched as if time stopped. The bullet glided through the air, piercing the head of Alma. Like thunder, the collision erupted violently; blood gushed from the witches head. Alma lost her grip of the pole. Her body draped down and was as lifeless as Michio had been seconds before. The men stopped throwing their yen; they faces vanished into the floor and ceiling. Mami cried as Michio put his arm around her. A slightly chuckle escaped his lips.

"Surprised…?" he muttered, "Look…I'm sorry about before. Let's be partners, ok?"

Mami could barely return the "ok."


	7. Madoka Kaname

**Chapter 6**

Madoka Kaname

For what it was worth, 14 year old Madoka Kaname considered herself a normal girl. She never thought of her face as overly pretty nor did she find her body to be that of a model. Her friends described her as cute and loveable though they sometimes felt more as insults than compliments. Every morning, Madoka looked at body in the mirror. She felt undeveloped for her age and disliked her long hair cut. She decided at the start of 8th grade to cut her hair and wearing it in pigtails. Her good friend Hitomi told her that she would look good in there, and the next day, Madoka was working ribbons into her hair. At the end of her middle school career, she looked on for brighter and better things. She wanted to stop eating as much despite loving all sorts of foods and treats. She wanted to mete boys as any girl her age would. But most of all, she yearned to find a purpose. Any would do. She grew tired of being the same helpless and weak Madoka. She could not be the beautiful princess in the tower, waiting for her night in shining armor to arrive. Hitomi was more a princess than she ever could be, and her best friend Sayaka was more the knight, who would fight the dragon. Madoka knew she was the lowly chamber maid, the one who was never noticed. In any school play before, the teacher cast her as the one word character or the tree, whose only job was standing to the side of the stage and smile. Madoka longed for her chance to be the star even if it meant giving up something.

Looking at her friends, Madoka figured she'd end the supporting role again. Hitomi was smart and beautiful. She usually attracted the guys, who were courageous enough to flirt but dumb enough not to ask out. She was a gem, a good girl with a big heart. In 7th grade, the class elected her representative; she won by over ninety percent of the vote. Sayaka was a tom boy but very good at sports and keen interest in classical music. Her interest in a boy she had known for years created enough reason to listen to the works of Beethoven and Chopin. When Madoka looked at herself, she found nothing of interest. Her mother was a strong business woman and could kick the ass of any man who dared say otherwise. Madoka knew she was nothing like that. She took after her father, the meek househusband who cooked up a mean breakfast. She thought she might make a good bride someday if she could learn to cook, but she wondered if any boy could ever like a girl as plan as her.

It was the same thoughts every morning until she showered and ate. They vanished with each meal, and the walk to school put them at an either greater distance. Madoka smiled sincerely for all, and she kept her heart held high. It was on the walk to school where she'd be greeted by her two friends.

"Madoka, hey Madoka!" Sayaka called from a distance. They met up every morning by a manmade lake on the way to school. Seeing her friends patently waiting, Madoka sprinted forwards, paying little heed to the wind. Unfortunately, she was never much of an athlete, and the run tuckered her out.

Sayaka laughed. "You didn't have to run, stupid. Or did you want the world to see up your skirt?" Madoka blushed as she realized the consequences for running on such a windy day. Glancing around, she heaved a sigh of relief when not a soul was in sight.

"You were almost late again," Hitomi pointed out, "Is everything all right at home?"

"Yea," Madoka replied, "I've just been really busy lately. I got a huge project from Ibuki-sensei. We're supposed to do character study on Hamlet. Have you read it?"

Hitomi smiled. "Yes, last semester. It's a wonderful story but very sad."

Sayaka groaned. "I don't get all the thee and the thou. Shakespeare really didn't care if no one understood what he was talking about." The girls shared a laugh as they walked onward to school. They chatted about typical young girl topics and commented on the annoyance of school. As Madoka listened and added input, a young man drew her attention away from her friends. She had never seen him before though his uniform resembled the one from Mitakihara High. She seemed frightening and tad cold. His shaggy black hair covered his eyes, and he walked with a certain slump. Resting on his lips was a long cigar, which he puffed away at every couple seconds. At his side, a school bag kicked about. It looked brand new although the school year had been going for a little over three months.

Madoka felt drawn to him.

"What are you looking at?" Sayaka asked, throwing her arm around Madoka. She stared off in the general direction of that young man, who again blew smoke from his lips. "Ah, that guy. So Madoka, you interested in him?"

"I've just never seen him before," Madoka returned, "and no…I'm not interested." However, she couldn't deny that something was drawing her.

"Suit yourself." Sayaka chucked. "But honestly, you can do a lot better. I mean look at that guy with his scruffy beard and cigar. Doesn't he know smoking kills and stuff? Madoka when a guy crushes on you it's going to blow you away. Trust me on that one." In the midst of Sayaka's rant, Madoka looked over at the young man again, who had stopped smoking to take a gander at the shrill group of middle school girls. He had a scowl on his face; Madoka mouthed an apology to him. He paused, turning a complete one eighty and began approaching.

Hitomi mutter, "Sayaka, I think you made him mad." In spite of her comment, the man made no moves towards Sayaka but instead approached Madoka directly. He looked down at her, being nearly a head taller. He tried his best to smile, but his grin turned into something more frightening. His teeth were spotted, and the whiskers on his face looked prickly like a cactus.

"You're Madoka Kaname?" he asked, "Yes, you are. I could recognize you anywhere. You make quiet an impression." All three girls mouths dropped as the young man spoke. Madoka never met him before, and her friends began to get the wrong ideas. They whispered amongst themselves, trying to conceive some way that she could know this man. Hitomi blushed deeply as Sayaka mentioned the most perverse of ideas.

Madoka retorted, "You two stop it!"

"I'm sorry. I haven't introduced myself yet," the man said, "My name is Michio Konomo. Michio is fine."

"I'm sorry, but have we met?" Madoka asked, trying to place a name to the face. From close up, Michio didn't seem as scary; his ruff face looked comical compared with the rest of his body. Madoka held her tongue from giggling in fear of provoking a reaction from him. He acted a nice enough sort; she found a level of comfort with that.

Michio went on, "You don't remember? It wasn't long ago. We met at the grocery store. You were looking for something, meat, I think, and I helped you find it. It's fine if you don't remember me; it was a short time we spent together. I remember you though. I could never forget a pretty girl such as you." Madoka nearly dropped her bag. Her friends held back their gasps. "If you don't mind, I wouldn't mind getting together for old times' sake. How about for coffee? I'll meet you in front of the school after class. Does that work?"

"Um…" Madoka stuttered, "I need to…go to class. Can we talk later?" Taking Sayaka by the hand, she sped off.

Michio called out to her, "I'll be waiting," but she was already out of earshot.

vvvvvvvvvv

**A few hours earlier**

Michio disliked having to train Mami a few months prior. He hated it even more that Kyubey asked him to monitor some middle school girl. As he sipped at his morning coffee, his teeth clenched into Ayami's handmade mug, a special present just for him. The morning felt ripe with disillusionment. It was going to be another fantastic day… Michio grumbled as Kyubey took a spot next to him, looking at him with those big red eyes and an emotionless face.

"I'm only requesting this because of the Puella Magica in the area, you are the best chose for such an assignment," Kyubey reasoned, "I hope you understand." Michio understood, and he took Kyubey's words as a compliment. It still didn't make him any happier about the job and even less enthusiastic about going to school. It took enough courage introducing himself to Mami and trying to make friends with her. It took even more energy to garner her trust after the incident at the docks. That was three months ago, and she constantly acted uneasy around him. If that was how middle school girls behaved, he wanted nothing to do with them.

"Why don't you get Mami to do it?" he asked, "They're in the same school, and they're both women. This girl's not going to want to hear from an older high school guy…especially one that's not overly attractive. She can talk with Mami and be friends. They can shoot the breeze about chick shit; I've had enough of that dealing with Ayami and Mami."

Kyubey was quick to reply. "I'll use Mami when I see fit. She is more of a…field trainer. What I'm asking you to do is not teach this Madoka Kaname about the Puella Magica. That can be done at a later date. I want to you to assess her as a person, learn the way she acts in stressful situation. I believe the approach of a older man will cause a rather interesting spike in her stress levels. You understand, correct?"

"Yea…" he didn't like it anyone. Even worse than spilling possibly crazy on her, he was forced to talk with her and get to know her. It would be a million times easier to tell her about the Puella Magica, show her a witch, and take it down with his powers. Instead, he actually had to be friendly. Michio spit when he thought about this. Another child bogging down his mission. Fortunately, Mami turned into an asset, but he couldn't say much more for this Madoka.

"If you're interested in introducing her to an older man, get Akio to do it," Michio reasoned, "I'm sure he'd be willing to flirt with a younger girl. He's a fucking pedophile after all…"

"You really have no qualms about speaking ill of your friends."

Michio sighed. "You're right… That's wrong of me. I'm just saying that Akio is into that whole guy and girl scenario crap from all that anime he watches. Plus, he's much more open than I am." Kyubey hopped upon Michio's shoulders, causing a grunt of discontent from the young man. Though Kyubey was occasionally soft, he knew how sinister the creature could be if he decided to touch anyone.

"Akio's a tad too open," Kyubey explained, "and he'd most likely forget the reasons for talking with Madoka. He has a tendency to…what do you humans call it?"

"Ramble?"

"Yes, ramble as you say." Kyubey had him there. Akio was about as reliable as a penguin jumping out of an airplane. Anything distracted him, and the only person who could put him on track was Nana. Poor Nana always had to deal with him. Sometimes Michio wondered if her sticking around was the wish talking.

Kyubey said, "Will you do as I request?"

"I don't have much choice," Michio grumbled, "I'll talk with you Madoka Kaname, but don't expect me to end up buddy buddy with her. Also, you owe me one."

"I gave you your sight and hearing back." Michio slowly set him mug on the table. One more word and Kyubey was dead. Using such a cheap wish against him burned deep inside Michio. He truly signed a deal with Satan. Even worse, Kyubey was arrogant despite his so called lack of emotions. Arrogance pissed Michio off though he considered himself a rather egotistical person as well. However, only a bastard flaunted it like a skill. Kyubey was the king of the bastards.

"I'll try talking with her today before school."

Kyubey nodded his small head. "I'm glad to see you've become more docile. It's nice not to have you swing your sword at me every time we meet. I assume your teacher friend has had a hand in changing you."

"Watch your tongue rat!" Michio rose in an instant, throwing Kyubey off his shoulders. The small creature smacked into the table and went limp for a second. He snapped its neck easily; Kyubey's body lacked the basic protection of the vertebrae. His weak muscular system gave out in an instant, but Michio awaited the new one to arrive. As soon as the old Kyubey passed on, the new one appeared in the shadows; only its sinister eyes were visible.

"I meant no harm with my words," it said as it devoured it body. Michio turned his head, unable to watch such a sight. The sound of crunching bone sent a chill up his spine. "I do, however, recommend you don't use the same force when dealing with Madoka. It will scare her."

"I know that," Michio spat, "She hasn't fucked with me though. We have, and I'll never forgive you or anyone like you. Got that, Kyubey. You even think about hurting me again, and I'll crush you so fast you won't know what hit you. I'll kill body you have until none are left. You got that! Answer me, damn it!"

Kyubey finished his snack. "Seems I spoke to soon about your new docile attitude. I will not harm you or anyone that you care for. You have my promise." Michio, unable to respond, grabbed his school bag and fled out the door. He checked back to make sure Kyubey wasn't following. The rat remained on the table, staring at him with no movement. Sickened, Michio tore his face away; Kyubey's unblinking eyes disgusted him. His stomach turned to mush.

vvvvvvvvvvvvvvv

As he promised Kyubey and Madoka, Michio waited by the middle school doors after class ended for the day. He dared not enter, not wanting to garner the attention the students and the faculty. Without Mami to parade him around, they wouldn't like an older student randomly wander the halls, and he knew too little about Madoka to treat her as a friend or cousin. Michio writhed his body back and forth becoming an awkward sight for any of the students leaving. When he caught wind of the onlookers, he glared and told them to "fuck off." The students took flight.

It wasn't long before Madoka and her two other friends set foot outside of the building. Much as he had early, Michio put on his best "Akio" face. He tried to act like an idiot to lower the walls of discomfort. He deemed it unsuccessful as it appeared to scare her away before, but the personality had been established, and he did not want to break said persona until he breeched the barriers of fear. The three girls stopped upon seeing him; their mouths hung open. Clearing his throat and fixing the collar of his shirt, Michio approached them with a carefree smile. He figured it made him look more like a rapist than a possibly friend, but again, he established such an obnoxious character.

He greeted them, "I'm glad I ran into you. I…wasn't sure we're to find you, so I decided to wait by the doors."

"You do realize that if we were in a club you'd be waiting for a couple hours," the girl with the shorter hair said. Kyubey did not specify her name, so Michio ignored her.

"I was wondering if I could interest you in that coffee?"

Again, the short haired girl lashed out. "I'm talking to you!" Already sick of listening, Michio shot her a deadly gaze, one that would strike fear in even the hardest of men. The girl back off; her bold face turned to mush as she fled behind her friends. Madoka and the girl with the longer hair also reacted in fear; his plan of aggression backfired horribly. Michio's teeth dug into his lower lip. This was percisly the reason why he didn't want to do the job.

"Ah, sorry about that," he returned with a laugh, "You see I'm not too fond of people who interrupt me, and I was talking with your friend here. I'm really trying to work on that." The three girls looked no more trusting. Michio knew he blew everything sky high. He could kick himself or better yet, impale himself with his sword.

"I'm sorry," Madoka replied, "I'm not really sure who you are at all. I don't remember ever meeting you." Michio sighed; this was going nowhere real fast.

"I'm sure you'd remember if you'd just come with me for a little bit."

The long blonde hair girl stepped in-between him and Madoka. Much like her short haired counterpart, her eyes told Michio to get lost or else. He wasn't disturbed by some adolescent girl with sharp eyes and an expensive looking necklace on. A bitch was a bitch in his mindset. He wished to strike her and take Madoka by force.

"My name is Hitomi Shizuki," she began, "I don't know your business with Madoka, but you haven't displayed the best intention. If you have something to say, you can say it in front of all of us." She spoke with a certain class and haughtiness, just the type of person Michio hated most of all. Yet, she brought a certain level of civility back to their encounter, and he could respect that. This Hitomi girl, most likely from a well to do family, tickled his male fancy in a way. A blonde rich girl was any young man's fantasy; Michio understood this and reveled in it.

"You'll have to excuse me," he answered humbly, "I'm not to goo at dealing with women you see; I have a tendency to forget certain social implications that come with your sex." And then, he fused the most creative and humiliating idea of all. It would make Akio proud. He took and deep breathe and said, "I…have a crush on your friend here. I was going to confess to her, but… it appears I won't be able to."

Hitomi's face went white. "Confess?"

"Yes," Michio lied, "I've had the strongest crush for Madoka since we met in the grocery store. It hurts me to know she doesn't remember me." Michio tasted the sickening lie his lips spewed. His tongue kicked around cheeks, trying to force away that horrid flavor. Little helped, and Madoka's expressionless reaction did little to help. He pulled the perfect Akio by digging himself into a hole deep enough for a hundred lies. Not only would he possibly break a girl's heart, which was the least of his concerns, he would appear as a possibly pedophile if word got out. Michio sneered in disgust.

"I don't really know what to say…" Madoka muttered, "This has never happened before…and, you seem really nice and all, but I don't…" His voice trailed off; Michio knew his chance was almost gone. Taking her by the wrist, he plunged head first into his lie. Confronting it like a witch. If a being a pure energy could be defeated with simple magic, a private conversation should cure his current ailment.

He pleaded, "If you'd please, I'd appreciate we talk in private, say the roof. It would make this…less embarrassing for you." Unsure if succeeded in saving face, Michio stepped back to give Madoka some home. Hitomi and the other friend waited for their friends answer; their peach plastered faces sparkled in the light as if a truly wonderful miracle transpired in front of them. Perhaps for this girl, a truly wonderful miracle had transpired. Michio gave little care. In his opinion, women were trash, minus a few exceptions. He loved Ayami and held minor respect for Mami has a Puella Magica. His respect for her as a woman was well…debatable, and though he had little reason to hate Madoka, an awkward discontent settled in as he watched her. He attributed part of his feelings to the mass of magical energy radiating off her petite body. Kyubey picked his target well.

After twiddling her thumbs for a second, Madoka spoke up, "I'll go with you."

"I'm glad," Michio replied, bearing the fakest smile he could muster. Her friends grumbled behind his back; he wanted to lash out at them but held his emotions back. Much like Mami, they were immature girls, who would probably never grow up in a society that caters to them so. Letting Madoka take the lead, Michio headed for the roof.

The roof above the middle school was far larger than the one above the high school. Michio rarely visited the roof; he found it too cold and dull. Madoka, on the other hand, took a moment to soak in all the sights, making a comment about her love for this spot. Seeing her illumined in the sun, a smile escaped the confines of Michio's hardened heart. A certain beauty transferred to the air around her, and with the attribution of her power levels as well, Michio felt sexual inclined to touch her. He resisted the urge, concluding that Kyubey sent him for reasons beyond a simple reconnaissance.

After she basked in the sun, Madoka turned towards Michio. Her face twisted with remorse and nervousness as her mouth opened. "I'm sorry…I can't accept your feelings. I don't really even know you, and this is all very sudden. I hope you're not mad, and I would love to be friends."

"It's fine," Michio assured, "I doubt heavily you would be my friend. Women don't do that; they say they will, but they don't. It's the two faced side of your sex that I've grown so accustomed too; my colleague, Akio, doesn't seem to see it, or he doesn't mind." Madoka cocked her head slightly, unsure what to make of Michio's words. Part of her felt insulted from his statement about women, a generalization brought on by factors she could not process.

"I will be your friend…" she muttered back.

"Really?" Michio replied with a laugh, "Just so you know, you shouldn't act so meek around guys. They don't like that, and the ones that do will only take advantage of you as well. Don't act like a cunt either; you're turn more guys off that way. Understand?"

"I'm not really-"

Michio cut her off. "It doesn't matter if you do or not. I never had a crush you too begin with; we've never met. I was told to meet you; someone is very interested in you." Madoka's eyes lit up. The sudden depression brought upon by Michio's vulgar and cruel words kicked started into a moment of astonishment.

"Someone is interested in me?" Michio sighed in desperation. She took his words for a different meaning than he intended, bit in a way, he was glad. This made it easier to deal with her, and keeping her in the dark would ultimately serve Kyubey as well. His fib about a crush had its faults, but Michio began to admire his own ingenuity. He began to see this girl in a different light.

"Yes, someone is interested in you. Actually, he is so interested that he'll probably come and talk with you soon," Michio replied, "But I'm going to give you a hint of advice, ignore him, refuse to talk to him, and whatever you do, don't accept his offer."

Madoka asked, "What are you talking about? I don't get it. If someone likes me, why shouldn't I-"

"Let me ask you a question," Michio continued, "Do you love this word? Do you love yourself? Do you love your life?" Madoka staggered backwards; Michio had the door cornered. She was trapped atop the roof with him. Fear coursed through her veins.

"I…guess I do," she stuttered, "I wish there were some things different about me."

"Don't ever show that weakness around him!" Michio yelled, "He'll use it against you, eat you up with. He'll kill with it. Stay from the white rabbit. Don't follow him down that hole. You'll regret it if you do!" Madoka dropped to her knees and began sobbing; Michio changed nothing about his approach. He scoffed at her weakness.

"Please…" she called out, "Let me go. I don't know what you're talking about."

Michio stepped aside; he said to her, "Go on; get out of here. I don't know what he sees in you. Maybe you'll be safe when I tell him what I saw here today." Picking her bag off the ground, Madoka ran past Michio, slowly pushing open the door back downstairs. Michio kept talking. "If your friends ask why you've been crying, tell them after you rejected me, I called you a bitch and said I hope you got raped by whatever boyfriend you get. Understood?" Madoka could only look back at him in shock.

"If you tell them what I said, they'll probably think you're crazy," he continued, "or lying. You don't want the hassle, and if any of your friends want to pick a fight with me, I'll be glad to take them down. I don't care if I have to strike an egotistical girl or some rich idiot who thinks they can control a situation." Madoka ran down the stairs as fast as she could. Michio watched her the entire time. He could hear her tears echoing through the halls.

He yelled back, "Don't forget! We're friends. You offered, remember?" He was sure she heard every word.

vvvvvvvvvvvvvv

Mami headed off to school with a skip in her step and a song on her voice. The bright and cheery day lifted her spirits to the cosmos, and the companionship of Kyubey kept her buzzed on adrenaline. Besides the formation of the Puella Magica team with Akio and Michio, she found the previous day at school enjoyable when a few girls offered to get coffee with her. At last, she found a friend or two to bring home and chat with. Her apartment wasn't so boring, and everything clicked together as it should. Today, she expected another witch hunt, which would mean helping more people. That was all Mami wished for.

When she arrived at school, the atmosphere was anything but cheerful. As if a dark cloud hovered over the building, the people drooped around with few smiles. Mami stepped through the gates; Michio wasn't waiting for her. It didn't take a Kyubey too tell her a witch was in the area. In fact, it devoured the energy from the school.

She said to Kyubey, "Do you think Michio and Akio have already gone to work?"

"I cannot say," Kyubey replied, "The energy from the witch is interfering with their energy traces. I can't seem to get a lock on them." Mami inched her way inward. Not a soul acknowledged her. In fact, the air crushed her lungs as she neared the school building. Whatever was causing the surge of energy was replenishing it quite quickly. Nervous to change into her battle bear, Mami began a search for her comrades. It didn't take long to find Nana.

"Mami," Nana called to her. Surprisingly, she wasn't hanging off of Akio's arm. Instead, she huddled down by a tree, covering her head as if the sky was about the fall. Mami sprinted over to her; the cold wind tore at her skin. The air temperature felt at least 7 degrees Celsius colder than it did outside the gates.

"Nana, what's wrong?" Mami posed, crouching down by her. The poor girl was cupping her head.

Nana looked to her with eyes full of terror. "You don't hear that?"

"Hear what?"

"I don't know what it is…" Nana replied, "It's this loud high pitch whistle. I can barely think it's so loud, but it fades as you get closer to the school. Akio told me to stay here, said it wasn't safe in the school."

Kyubey added, "The witch is probably drawing those with low energies into the school."

"A cat's paw…" Mami said. Though she could not hear the high pitched sound, she could feel a tremendous force lurking within the confines of the school. Her heart raced as she faced such a threat alone. With the exception of one, Michio or Akio had been there to help her. This time, they were nowhere in sight. Her whole body writhed from the increased pressure. It was though she had been placed in the ocean and continued to sink deeper and deeper until the pressure blew out her skull.

"Where's Akio?"

"I don't know…" Nana cried, "He said wait here and took off. Last time I saw him, he was running around the back of the middle school."

"What about Michio then?"

Nana's eyes darkened. "You didn't hear?" Three words Mami didn't want to here. Her heart sank as Nana went on. "He was suspended yesterday. Akio said for two weeks. I guess Ayami really helped lessen his sentence."

"What did he do?" Mami inquired frantically. Their most powerful member was gone…and for such a stupid reason. She could scream if time and energy permitted, but she feared doing so would only give away her presence to the witch if her magical energies hadn't already done so. Considering no familiars or labyrinth popped up, she assumed safety for the time being and could only hope Akio was as well hidden.

"I don't really know…" Nana explained, "Akio said he was talking to some middle school girl. Kyubey asked him to do it, and he got suspended. I don't know what he said." The two girls turned to Kyubey, who calmly licked at his right leg.

Kyubey returned. "Michio blew his mission I gave him. I wanted him to assess a girl, who I am contemplating request her services as a Puella Magica. Not only did he go directly against my orders by warning her about my presence, he made a distinct threat to her; her friends reported the incident, though heavily skewed, to the appropriate teachers, and Michio was suspended." Mamia yearned to ask for more, but the situation caught her attention. Without Michio, she and Akio, granted if he was still alive or able to fight, would have to fight this power giant alone. It nearly doubled in output from the last one they encountered. Mami's ears tingled from the witch with the brothel labyrinth; they burned in the presence of this witch.

"I need to find Michio…" Mami said, "Where can I find him?"

Nana shook her head. "I don't know. I don't even think Akio knows. Michio's never said where he lives."

"I can take you there," Kyubey assured, "I've been to his place many times, and I would recommend his assistance in dealing with this witch. Even I'm having difficulty in evaluating this one's energy."

"If you can take me there, I'll get him back," Mami replied, "Trust me." She could barely complete her thought before Kyubey jumped to the top of the gate and looked down, giving Mami the signal to move quickly. She didn't need a second warning. Utilizing a minimum amount of magical power, she hosted herself over the wall and followed Kyubey towards the east side. The cool air from the school was slowly leaking out. 

vvvvvvvvvvvvvvv

Mami pounded on the front door to the Konomo residence. She hadn't expected it to be a small apartment in one of the worst parts of the city. The East side was famous for its crime, and most police officials were bribed into ignoring it or believed it was best to leave it alone. On her walk back, Mami felt cold eyes watching her, lechers laughing, and an overall dark presence in the air. It was almost as potent as the cold manifestation in the school. As Mami waited, she heard a shuffling from inside, and the voice of a woman pierced from the other side.

"Who is it?" she yelled, "If you're selling something, go away. I don't want any."

"Um…" Mami started, a slight tickling ringing in her throat, "My name's Mami Tomoe; I'm a friend of Michio's. I wanted to see him."

The woman scoffed, "Michio? You serious? My fucking son got suspended. Go home."

"That's why I'm here," Mami said, thinking fast on her feet, "I have his homework for the day. We're pretty good friends, so I offered to take it for him." Mami bit her lips as she realized the time. It was the morning; school hadn't even started yet. There was no way she could have his homework. She looked to Kyubey for help, but the white rabbit simply scratched at his back while humming some song Mami didn't recognize. Her body quivered. The front door opened.

Standing before her was a small woman, almost as short as she was. Her eyes were blood shot, and her strings of hair hung at her side. She smoked a cigarette, blowing the smoke in Mami's face. Her shirt and pants were stained with red. It looked like blood.

Her voice crackled. "Home, you say? Fine, come on in, but don't stay long. I got more important things to do than sit around and watch you and my son fuck. You are his girlfriend, right?" She ran her eyes over Mami. A small smirk crossed her face. "Jesus, my son's a fucking pedophile…" Without another word, Mami followed Konomo-san into the apartment. She thought it best to say nothing in hopes of not upsetting the matriarch. Upon entering, Mami's hand lunged straight to her nose, cupping her nostrils together. The room stank of smoke and liquor. That was the least of her worries. The entire apartment was trashed from floor to ceiling. Dishes were scattered everywhere. Someone flipped the table on its side. Foam seeped from multiple tears in the couch. Even worse, Michio laid on the torn throne, blood draining from his head and body.

Mami ran to him. "Michio? Oh my god…are you ok?" Michio lifted his head, wiping away the blood on his cheek and smiling at her.

"Doesn't matter," his voice cracked, "Why are you here?"

"A witch has taken possession of the school," Kyubey explained, taking center stage upon Michio's chest, "However, you appear to be in little shape to fight. Punishment for your behavior?" Michio broke out into laughter until his mother screamed for him to shut up. Placing his hand on the end of the couch, he pushed himself up, coughing a few times.

"You could say that," he said, "Mom doesn't like it when I'm a smart ass… The dirty whore gets about as hypocritical as everyone else. I can fight; trust me."

Mami stomped her foot. The whole way to his apartment, a single thought lingered in her mind. It ate at her, caused her to grow angry. She wanted to strike him too. "Why did you say such a thing to that girl? Are you mad?"

"I was protecting her…" Michio replied telepathically. The rest of the covnersdation began through Kyubey's most covenant form of speak. He pushed Kyubey off him as he stood. A cold finger pointed down at the beast. His voice roared. "from this little shit. I'm tired of seeing people lose their lives to these witches." Mami opened her mouth to speak, but no words dare leave. Her mind drew a blank as the Michio and Kyubey resorted to their usual antics. However, Michio refused to let this one go. Even Kyubey readied for a fight.

"Michio, you blame me for what?" he began, "So you made a bad wish and had your poor visions of this word corrupted. It wasn't my fault that happened. Some girls make wonderful wishes that change their lives. Look at Mami; she's alive because of me and her decision to help. I could save Madoka from something tormenting her. Why do you wish to stop that?"

"Because she'd be selling her soul to the devil!" Michio cried, "Don't you get it, Kyubey. You use us all the time. This is your fault."

"Michio, stop it!" Mami ordered, "Kyubey hasn't done anything wrong. He's trying to help this word. Can't you see that? He's helped me so much."

"Did he save your family?" Mami's shoulders sank. Michio's harsh words burned like a dagger in her back. Her legs trembled. Her friend's words held merit. Kyubey, being able to grant wishes has he did, could save anyone from death if they so required. Yet he didn't… Mami's chest tightened. She hated Kyubey for that fact. Since say one, he acted as though her parents' death was a necessary sacrifice. Deep in her mind, she sought to murder him for ignoring the pleas of her family…yet she couldn't. Kyubey gave her life again. Mami too would have joined her parents in the grave if he hadn't come along. Though her mother and father were dead, she knew they would be happy with her decision to keep living. She loved Kyubey for what he did. He had been friend and watched her during the tough times. He urged her to grow and improve. How could see lash out against someone like that?

"No…" Mami replied, "but he gave me a second chance, and now look at me. I'm actually helping people. You keep talking like this is some curse, but is helping mankind really something so bad. You might think this world is dead Michio, but I don't. No, I fact, I love this world; I'd do anything to keep it safe. That's the difference between you and me. You've given up on everything; I've just begun to accept it." With that, Mami scooped Kyubey up in her arms and made her way for the door. Michio's mother never bothered to say a word to her as she stepped outside. Mami could care less. She didn't need Michio to defeat a witch; she could do it on her own with people she could trust. Akio was all she needed.

"Mami!" the familiar voice of such a dark figure called out to her. Mami refused to grant him the luxury of her gaze. She would get sick if she saw his face. "Do you think that? Do you really believe this world is such a grand place?"

"And you don't." Mami returned, "You have sight and sound again; you're in love with Ibuki-sensei. You've already cast off your mother. Why live in her shadow? Why be so dark?"

Kyubey added, "She's right Michio. Ayami's visit last night would mean nothing if you chickened out here." Michio frowned as Kyubey's words sunk in. What had started as a scolding turned into one of the most passionate nights of his life. Michio ground his teeth as he ran after Mami, Soul Gem in hand.

"What do I have to do?" he pleaded.

"There's a witch," Kyubey explained, "It will destroy everything around the school. Everyone will die or end up like those at the docks. This includes Ayami as well. If she dies, then won't your life truly be pointless."

Mami smacked Kyubey on the head. "I think what he's trying to say is that you have a job to do. If you don't want to protect the students, then go and protect Ibuki-sensei." With those words, Michio found himself crying again. He hadn't unleashed so many tears since he met Mami. She really had a way of draining his inner thoughts. Defeated and defenseless, he threw his arms around Mami.

"I'm sorry… It seems I'm always apologizing…"

**End of Chapter 6**

With this chapter, that means we're almost done with the book. I think there will be about three more chapters and a sort epilogue after this. I hope everyone's been enjoying this so far because I have had fun writing it, and with Easter Break coming up, I'm hoping to have this finished before or on next Thursday (April 21, 2011). Call it Madoka day!


	8. The Paragon

**Chapter 7**

The Paragon

Mitakihara Middle School became a fortress of despair. Though it looked like any normal school to the naked eye, a trained Puella Magica could sense the emitting evil from miles away. Mami and Michio shook as they approached the wall of negativity. The air bit at their skin; the temperature was a full twenty degrees cooler. The grounds turned a sickly brown color, and several portals, leading into the witch's labyrinth, flashed in and out of space time. The students who had yet to enter the school surrounded the building, each carrying their own form of armaments. Their eyes were a faded red; their pupils barely visible behind the levels of malice set into their heart.

Kyubey stepped forward. "They're possessed. The witch had kissed them." A small mark of black, in the shape of two fangs, was placed on each of the students necks.

"Do you think Akio is all right?" Mami asked.

"He'll be immune to the kisses," Kyubey assured, "The powers of a Puella Magica project against such attacks. However, I can't say the same for the students. They are, unfortunately, this witch's soldiers." In that instant, Mami and Michio changed outfits, adorning magical armor and weapons. The students, now sensitive to magic, caught onto their presence; many began to form around the central door. It was the easiest way in.

"Ironic…" Michio said, "This witch decided to use our fellow classmates instead of familiars. I call that some deadly physiological warfare." He drew his sword high above his head, bending his knees to sprint head first into combat. As Michio made his break, Mami called out to and jumped on his back, sending both Puella Magica to the floor. Michio kicked and threw his companion off of him.

Growling, he yelled, "What the hell?"

"You can't kill them…" Mami replied, "You said you were sorry about what happened at the docks. If you keep this up, you'll kill these people. What about your friends?'

"I don't have any fucking friends," Michio shot back, "At least not at this school."

Kyubey reasoned, "What about Ayami? She could be possessed by the witch. Would you strike her down if she dared to block your path?" Unable to argue with Kyubey's logical, Michio stood down, His sword lowered to his side; his eyes filled with tears. He didn't want anything bad to happen to her, and if killing these students could lead to her accidental death, he wanted no part of it.

"We can do this without hurting anyone," Mami said, taking his hand, "Well, everyone but the witch. We'll make him pay for this!"

"You've really matured…" Michio commented, "You're not that meek little girl anymore. You've really stepped up."

Mami's face lit up like the sun. "Thank you! I've had…some help." She thought back to the very moment when all this began. A freak accident changed her life; she grew out of dark situation and became a light to the word. It wasn't unlike fantasy stories she had read in the past. People, forced into strenuous situations, either die or grow into extraordinary individuals. She achieved the later, and with Michio and Akio, they formed an unbeatable team. Of that, Mami was sure.

"You two should be weary of what you find in there," Kyubey warned, tearing down the recently established fluffy mood, "Witches have been known to make tricks. Shall I warn you about the last one?"

"Oh please, the last one was easy," Michio sarcastically muttered, "This one can't be too tough. After all, it took over our whole fucking school and is currently possessing everyone we hold near and dear. I give him props. That's grade A villainy."

Mami chuckled dryly. "I don't think this is something to joke about…"

"I'm only trying to lighten the mood," Michio replied, "You know, like Akio would. I'd just need to make some comment about my girlfriend, ramble about nothing, and then be told to shut up for this simulation to be complete. Sound like a plan?"

"I think I'll pass." The Puella Magicas shared a laugh as they headed straight for the center of the courtyard.

Nothing could deter Mami as she stepped forward, embracing the danger before her and preparing her flint lock rifle. Armed with weapons of dark origin, the collection of students, mainly men with oversized muscles, stood watch over the gate. Most held swords, fragments of twisted metal and sorrow that Mami grew accustomed to during her trials. Michio too gave little care at the ensuing menacing. To him, the game was a foot, the fox had been released, and it was his job to kill it. He lit up a smoke, taking a few puffs before joining Mami in the center of the soon to be battlefield. The students readied their weapons.

One called out, "You… take leave of this place. You Puella Magica have no right to intrude on my domain. I am Helen, a witch for the ages. Heed my warnings and retreat less you know the power of my blade. This school has become-" A radiant bang flooded the air. The student toppled to the floor; the fragments of a purple jewel scattered around him. In the next instant, Mami lugged her gun at another student soldier. It connected with his forehead as well, and the jewel fragments fell.

"I thought you said we'd be sparing their lives…" Michio scoffed, "Don't tell me you've gone hard. I'm the hard badass here. I'm the one who makes the shit decisions, and you scold me. It's in the law of nature."

Mami pointed to the first student, a young man with big glasses, she shot. "I didn't shoot him. If you look, there's a small jewel on their head." The student's color returned. No longer did he look like a pale faced zombie. He groaned but remained as still and docile as a flower.

"How'd you know that'd break the spell?"

Mami shrugged. "I took a wild shot and hoped it would work." A cold sweat ran down her face as she realized the severity of her action. She could have killed both students. Her legs felt weak, and her stomach rumbled. It didn't stop Michio from tossing his arm around her.

"I'm teaching you well," he said with a laugh, "Don't think just act. I like that style."

"You're in a good mood…"

He nodded. "Yes. I'm in the fight of my life in the presence of an adorable girl, and I get to kick the shit out of people who don't like me. This is a great day. So exciting!" Mami blushed at Michio's comment, but the young man had already dived head first into the horde of students, who gathered around them. With a serious of quick slashes, he busted open jewel after jewel and left students scattered along the floor. Mami watched dumbfounded, only taking a few shots into the crowd when the moment presented itself. She hadn't seen Michio fight in this way.

Finally, once all the students collapsed to the floor, their jewels but fragments, Michio said, "Have fun watching me? What happened to our infinite flint lock cutie?"

"Shut up…" Mami sighed.

Vvvvvvvvvvvv

Mitakihara Middle School could on longer constitute a high school. From the outside, the walls resembled that of the original school. From the inside, the witch created its domain. A powerful force overwhelmed Mami as she stepped through the doors. Visions of hell met her instead of the row of show lockers. She covered her eyes; the heat blaring up into them. Fire and lava poured down the sides of the wall. The ground was covered with a thin layer of rock, floating ever so precariously upon the river of lava. The hall burned like an oven. Sweat ran down Mami's face as she jumped to the first stone. It bobbed as her light foot pressed upon it. She stumbled, recovered herself, and began making her way from rock to rock. Michio lost all sense of pleasure; his face grew to form the same serious expression Mami had come to know. Following closely, he stumbled to rock after rock, barley making his way across. Not a student occupied these halls. The pressure from the heat grew with each passing moment. Mami felt ready to pass out; her throat cried out for water. She could feel her tongue sweat, her eyes ooze streams of their own, and her body perspired beyond what it ever had before. As she checked Michio, who kept his distance to avoid pushing into her, he was in no better shape.

"Are you all right?" Mami asked, seeing that he was in fact worse. Michio staggered as his feet touched solid ground. The floating rock bridges were nothing more than small chucks covered with lava now. His careless steps damaged each one.

"Yea, I'll survive…" he said, "This is one different barrier… It's almost like he doesn't want us to make it to him." He let out a dry laugh, which was received even less by Mami. Vanishing her current rifle, she placed her arm around him to support him and led him down the corridor. Kyubey followed close behind, making not so much as a peep. The eternal oven grew hotter with each passing step as though they were pushing towards Hades himself. As they struggled on, Mami sought an exit of any kind. She dragged along Michio's body, which had gone limp from exposure; his breaths barely audible. Still, Mami strived forward.

She looked back on her life. For only a few weeks had she been a Puella Magi, and she experienced more struggles than she ever had before. The world seemed almost at the point of collapse on multiple occasions. She watched death creep up to her more than once, but each time, her powers and the powers of those around her proved strong enough. Carrying a practically lifeless Michio and stumbling her way towards hell, she understood the oncoming end. A Puella Magi would die. There was nothing that could prevent that. Eventually, the body would succumb to a more powerful and deviant witch. When she died, another would take her place, and that Puella Magi would eventually die. It became a cycle. Her world ended the moment she pleaded for her life with Kyubey. She may have well died in the car crash; it made little deference. Nevertheless, a drive surged through Mami's veins. She strove forward for one reason: to help people. She didn't make a wish to obtain anything special; she simply wanted to live. She had little to love for. She lacked friends, her family was dead, and the immediate family refused to acknowledge her existence. In fact, she died long before the car crash and long before signing her soul to Kyubey. Her life lacked purpose. She was a school student with a minimal future in mind. Now, she meant something. She had a power like none other. She could protect the people around her even if they failed to recognize her for it. Mami fought on, carrying Michio until her muscles gave out.

She dropped to her knees; her companion's body collapsed to the ground with a horrid thud. Over the sound of her breath, Mami could barely hear herself think. The hall grew hotter by the second. The heat became insufferable; she couldn't tell if she was crying or sweating. Her body drained of all fluids until finally she couldn't take the pain. Her head spun in circles; her eyes blacked out. She felt her cheek strike the ground, but there was no pain. The only sense still available was her hearing. The bubbling lava filled her ears; the collapsing rock sang its sweetly destructive song. Despite the feelings in her heart, Mami couldn't help but feel shocked. Her world ended; she never expected to die in such a way. The loneliness crept up, gnawing at her soul and heart. Even her hearing began to fade. The universe became black as night.

Her ears barely picked up the faint sounds of gun fire. She pictured herself in a war, fighting for her life against the opposing force. Still faint, she lifted her head as high as she could. Her blurred vision faded back into existence as she watched the walls slowly change to a dull grey. Small red mice toppled from the ceiling, the walls, and the floors. They scampered around; bullets piercing into their flesh. The mice moved little after that. The temperature dropped considerably. With each one, cooler air graced Mami's flesh. She felt her body recover bit by bit though nothing but cold glass of water could fully heal her. She struggled to puller her head higher, to see her savior. Her mouth formed a smile as her vision gave out again, and she drifted off into slumber. She forgot Akio had entered first.

vvvvvvvvvvvvv

Awaken by her jarring coughs, Mami felt the cold refreshing splash of water on her blouse. Her sight, though limited, revealed the presence of a Styrofoam cup pressed to her lips. The rest of her senses returned flooded back to her. The tender touch of another human being held her close, pressing the glass to her lips and letting slowly slip at the life giving liquid. She strained herself to look at the person, hopefully her savior. Sure enough, Akio held her gently, administering the water to her like professional nurse. She tried to speak, but her mouth was drier than a dessert, her vocal chords corroded from the lack of fluid. Seeing she was staring at him, Akio slowly returned her head to a comfortable position. The cup came again, and she drank greedily.

"Just stay still," he said, "You lost a lot of water when you were going through that tunnel. This whole barrier is full of those little familiars. They're like heat lamps; get enough of them, and they'll cook you all the way through."

Pushing the cup away with her cheek, Mami choked out, "Thank…you…"

"Be still," he said, "You're exhausted. You guys made a pretty bone headed play, but I got to give you credit kiddo." Akio rested Mami on the back of the wall. She regained enough strength to hold the glass and bring it to her own lips. Akio stepped away to give her room and let the cooler temperature sink in. Mami never loved the cold more than she did now. The chill reminded her of the outside's drastic change. It was more natural and easier to adapt to.

Akio went on as usual, "I was surprised. Once I killed enough of those mice things and the temperature lowered, you were back on your feet, struggling to get away. You never let go of Michio."

"Where is he?" Mami posed, realizing she hadn't seen her friend.

"You're holding onto him still!" Mami glanced over to her side; Michio was resting right next to her. Their hands were interlocked tightly. Feeling a wave of blood fill her face, she pulled her hand away and hugged her legs. Michio made no sudden moves. He groaned a little and then went silent. He breathed stability much to her relief though several burns formed on his face and hands. Mami looked down at her own body. Any spot not covered by her gunner outfit was as red as a lobster. She could only imagine how stupid she looked.

Akio laughed. "If anyone asks, tell them it's a tanning experience gone wrong. You know, you slept in the booth or something. I knew someone who did that once and was it ever funny. She turned out redder than you are, and if you touched her, she screeched. You'll be like that for weeks!" Mami found nothing funny with her current situation. If she hadn't lost most of the energy in her body, she would have slapped Akio across the face.

Instead, she chose to change the subject. "Is Kyubey all right?"

"Yes, I am fine," Kyubey replied, popping up from behind Akio, "I was merely resting. Though I do lack senses as you humans do, going through such a severe environment can leave a lot to be desired. This witch is tricky."

"I haven't been able to find the bugger," Akio added, "I've through door after door, and I keep finding these damned ovens. It's only by chance I found you guys." Mami sighed, giving thanks for such a lucky chance.

She said, "I can't seem to feel this witch's presence either. It's like she's masking herself."

"It's exactly what she's doing." Kyubey replied, "This witch is utilizing a level of power that creates a barrier so strong that even I cannot tell where she resides. It's obvious this witch has been around for a long time and has killed many Puella Magica. Many times, witches start off strong depending on how powerful the force was that created them. Most witches last a short amount of time as Puella Magica will find and destroy them. It's odd to find one that has grown so much."

"Can we kill it?" Mami asked, "Maybe we should get help..."

Akio shook his head. "It's too late for that. I tried to leave already to find you guys, but the barrier is too strong. We're stuck her until we kill it or die."

"This witch will produce a Grief Seed of great power," Kyubey said, "If you do succeed, you're powers will increase exponentially."

"If we succeed…" Akio joked, "What you don't believe in us?"

"I don't doubt the abilities of a Puella Magica. However, I also refuse to doubt the resourcefulness of a witch." Upon hearing Kyubey's disparaging comment, Akio slammed his back against the wall and checked out. He shut his eyes and breathed deeply, thinking about a way to break into the center of the barrier. The witch waited for them; he and Mami knew that. It bided its time, growing, thinking, and assuring that the world would remain a labyrinth.

Akio said, "I'm starting to wonder if this witch has any real power."

"What do you mean?" Mami asked, "You've been lost for hours, and you can say that…"

"Think about it," he continued, "This witch does possess massive amounts of power. It has to if can create a barrier like this. I'm asking why would it create a barrier this grand if it could destroy us easily. Remember the last witch. Its barrier was simple and easy to navigate. In no time, we found the center, and the witch the resided there. Mami, think about it logically for a second. The witch is creating this barrier for one of two reasons. The first is it's trying to wear us down in a way that we won't be able to kill it once we find it. The second reason, the witch struggles to fight, so it creates massive labyrinths to hid its true weakness."

"Are you sure it's not the first one?"

Akio shook his head. "Yes. From what we have seen, witches do possess some level of intelligence, but their mainly driven by instinct. Like a bear looking for food, it wanders around the world, devouring anything it can get its hands on. For a witch to devise such a strategy as creating a large barrier to simply weaken us would require some level of sentience, a level that I do not believe out witch friends possess. If they did, we'd all be dead a long time ago."

Mami tried wrapping her brain around his concept. Nana said he tested at genius levels, and that level of intelligence showed through for the first time. She understood his concept though she couldn't fathom the witch not having systematic though patterns. He spoke out theories outside what she could perceive. Much like Kyubey, he spoke long and dry, throwing in hypothesis that may or may not be true.

Seeing her confusion, Akio went on, "If witches shared in brain patterns like you and I, they would collaborate their efforts to survive. You've seen a pack of Zebras, right? They gather in packs to protect themselves from predators. The witches would be doing something similar only they would travel in groups to assure their food source and survival. Just think if we had to fight four or five witches at a time. We couldn't; we'd be annihilated, and the witches would have a smorgasbord of energy. Fortunately for us, our witch friends have yet to discover the joys of working together. What I'm trying to say is that witches don't possess the thought patterns to create strategy; therefore our witch right now cannot strategize to wear us down. That hopefully means that the body of the witch is rather small or easily destroyed because it needs of grandiose barrier to sustain life. If we find it, we might discover that the witch is very weak and uses most of its energy to expand its ever growing barrier."

"You're…really smart…" Mami replied, still not sure of everything he spoke of. When someone speaks at a million words a second, it can be difficult to pick every word up. Mami scratched the back of her head, trying to fend off the humiliation of not meeting Akio's intellect."

"Well, there are a lot of factors I can't be sure of," he returned, "The witch could be devouring so much negative energy that its super powerful and has a massive barrier. Wouldn't take any thought to have both on accident?" Mami's hopes suddenly took a dive to the ground. She felt her body shiver. The oven tunnel had been enough. She could only fear what was in store for them at the center. Perhaps they really would encounter the devil.

"We'll just have to find out when we get there…" Michio's outburst startled Mami, who nearly jumped from her spot. The young man opened his eyes, taking a few deep breaths before wobbling to his feet.

Kyubey was the first to speak. "You shouldn't stand. You haven't fully recovered."

Michio spit. "Fuck you… I'm fine. I just need to get my land legs back." He stumbled about before regaining his stance. He breathed deeply a few more times, drew a new sword, and took a seat next to Akio. All color flooded back into his face; he looked brand new.

"You recover fast…" Mami said, not feeling fully functional yet.

"I've been a Puella Magica longer than you. It's natural that I'll recuperate faster than you."

Akio laughed. "Is it also true that you'll crap out faster as well? Is it cause you're old, my good man." Feeling insulted, Michio sent a hard kick to Akio's side. The second Puella gunner tipped over in pain. Michio let out a few playful laughs as he made his way down the cooling hall. Though they had little grasp of time, he assumed the hours were ticking by, and the witch had taken up more energy. Every second counted.

"Can you stand, Mami?" he asked, "We should get going soon. If this witch continues to drain this school, more despair will be created."

Akio hopped to his feet. "And that means more energy for the witch. I don't know about you guys, but I'm game. The groups back together; we're set to get the job done." Holding their hands out to her, Michio and Akio helped Mami to her feet. Her legs wobbled as they adjusted to her weight but settled soon after. She mustered up a rifle, griping it firm to her chest as if protecting herself from an attacker. Akio and Michio followed suit with their weapons of choice. The door before them flung open, and Mami was the first to step through. With her new strength and the companionship of her friends, she could take on an army.

And that's just what they found. Congregating in what looked like the cafeteria, a group of students, each with a jewel centered on their forehead, tore the once metallic looking room to shreds. The walls were bare, a dull blue color that emanated a short a chill rather than a pulsating heat. Boys and girls from both the middle and high school formed the witch's make shift force, which became increasingly sensitive to the presence of the Puella Magica. Like a pack of wild dogs, they restricted their energy from the destroying tables and chairs to charging after Mami and her group.

"These possessed students have been all over the place," Akio informed, "I've seen a few who haven't been kissed by the witch yet, but most are passed out or too scared to know what's going on."

"Do you know what's happened to Ibuki?" Michio asked him, hoping for some sort of relief on his conscience. Another face came to mind. A girl, with pink pigtails, flashed through his imagination. "How about the Madoka girl?"

Akio shrugged. "I haven't seen Ayami Ibuki. We can only hope she isn't here or is safe somewhere. I haven't seen Madoka either."

"Madoka needs to be protected," Kyubey ordered, "If she dies, there is a good chance more people will die, and we don't want that."

"I don't know if I can say you have a heart or not, rat," Michio spat, "Either way, we won't find anyone if we don't cut our way through the masses. Right Mami?" Michio's words went of deaf ear. Flipping about, Mami tore through the legions of students with her a barrage of gun fire. She developed her simply flint locks to a force greater than any battalion. With a combination of rifles and the new cannons her powers had formed, She blew students to their feet, shattering the jewel into nothing.

As she finished off one of the larger males, she looked back at her lazy companions. "I think it's really great you guys are concerned about these girls, real chivalrous. Right now though, this particular girl is dealing with an army and would really appreciate the help!" Michio and Akio gave her an apologetic look before diving headfirst into the cluster, With his sword, Michio carved jewels like fresh turkey; Akio sprayed bullets from his machine gun. The tiny fragments of bullet dug into the students' flesh. The jewels crumbled nonetheless.

"I know you came in late," Michio yelled after tripping a young woman he knew by the name of Nagisa, "but we're trying not to kill them!"

"That's odd for you Michio…" Akio replied, taking a few more shots, "but it's fine. Their bodies are almost protected by some form of energy shield that dissipates after the jewel shard is destroyed."

"How'd you figure that out?"

Akio laughed. "I did an experiment with a guy I really don't like. He calls me a shitty otaku all the time, so I fought I'd blow some sense into him. Unfortunately, he survived, but the jewel shard wasn't so lucky. I'll figure I can kick the guy's ass eventually."

Mami shrieked at them both, "Can we focus right now?" Lining up a row of rifles, she fired a line of bullets into an oncoming horde. The piles of unconscious students lined the walls. As more students began to fall, small red mice filed into the room, scurrying up the walls with their tiny feet. They stuck to certain points on the wall, growing a darker red after they planted themselves, the temperature in the room rose steadily. Mami could feel the effects in seconds. She panicked upon realizing the same strategy that almost killed her once was about to kill her again. The heat in the room exploded. Swat trickled off of Mami's face. The student soldiers, what was left of them, could barely move. With all he could muster, Akio unleashed a volley of ammo at the mice. Their tiny bodies dropped like flies; the temperature evened out yet again. Still, more mice flocked to the walls. For the first time in his career as a Puella Magica, Akio gave thanks for his infinite ammo Ak-47.

With a final shot from one of her rifles, the last of the students toppled. The mice that had yet to make their stake on the wall retreated back out the doors. Mami bit her lip; she charged after them without saying a word.

"Mami!" Michio yelled, "Where are you going?" She didn't bother to call back. She kept right behind them, making sure they could pull no tricks. They ran through door after door; she could barely keep up. Her partners lagged behind, only being able to follow her from the small feather in her cap. Michio screamed curses at her. Anger bled from every pour in his body. She ignored his words, running faster and harder than she ever had before.

The mice led her to the chosen door.

Vvvvvvvvvv

In the center of the witch's domain sat a gargantuan ball of energy. Heat emitted from the core; the entire room burned like the center of the sun. The witch, nothing more than a gelatinous blob of ooze and slime, pulsated from the core. Its massive tentacle arms waved sporadically. Its beat red eyes burned like fire; the entire room was the perfect picture of hell. Smoke rose from massive cracks pressed into the ground. Molten rock flowed upon the ceiling; no red mice were in sight. The witch roared a horrid scream, swing its arms into the crowd of citizens it had gathered below. The people stood in a blind stupor, some students but most regular men and women. The creature snatched a man up in its slime covered arms. The human's body was cooked instantly by the flame covered limb; the creature opened its mouth. Huge black teeth jutted out from its jaw, and it clamped down upon the human body, tearing it in the center. Blood rained down onto the other prisoners, who stood in a trance and waited to be devoured. The witch chewed its food, and once it had swallowed the first half, it ate the second.

Mami held back her cries as she watched the sight unfold. Michio and Akio, who had just arrived to see the very end, had looks of shock upon their tender faces. The heat meant nothing to those who saw such a horror. The witch's domain burned with a fiery malice; cries from the possessed below called out in pain. They yelled, "Save us from ourselves."

The witch replied, "I shall save you." It scooped up another one and devoured him. Not a morsel was left except for the blood, which showered those below. Mami surveyed the people below. She saw classmates and acquaintances, none who she could call good friends. Nonetheless, she heard their agony. While their bodies danced to the puppet strings intertwined to their bodies, their souls cried out in fear and pain.

"Help us!" they said to her, "Please, help us from this devil…" Amongst the group, two human beings stood out most her, Ayami Ibuki, and Madoka Kaname. Though she had never met Madoka in person, Michio's description of her was spot on. She was a tender looking girl with a feel of innocents and youth. Mami knew she was full of life though the witch's hold kept that quality from expressing itself. Mami's heart went out to her.

"You cannot let Madoka Kaname be harmed here," Kyubey said.

"On it!" Michio yelled. He paused upon seeing the person who meant most to him. Dressed in a gorgeous blue dress, Ayami Ibuki stood lifelessly amongst the group. She looked up at the creature, almost begging it to lower its arms and end her life. His heart wavered; he made no sudden moves. The force in his knees collapsed; his body followed.

Kyubey said, "Michio, save Madoka."

"But Ayami…" he muttered, "I…can't leave her."

"I don't know what's so important about this Madoka girl, but I'll get her," Akio yelled, jumping down towards the core. His body slid on the massive incline; the witch picked up on him almost instantly. Firing a wave of lave, the witch roared again, devouring its third person in only a few minutes. Akio jumped away, barely catching the ground. A loss of footing would mean his end. Akio took extra precaution; he lifted his AK-47 and shot. The bullet stream penetrated the witch's flesh. It shrieked, recoiling in its action. The blob shrunk just a fraction of an inch. However, that fraction gave Akio all the glee in the world. It was weak just as he had predicted.

Stunned from attack, the witch held its arms up in defense; Akio took the chance to tear his way through the crowd until he found the pink haired Madoka. She swayed in her spot, a look a dread on her face. Her eyes were dark like a dead person. Her eyes perceived nothing, only hear the sounds of fire and digestion. She was like everyone else, a zombie formed from this monster's power. To those still alive, this was nothing more than an elaborate nightmare or a horrifying vision. The human mind conjures up the oddest of solution to unexplained problems. To Madoka, she was asleep at home or in school.

Akio scooped the girl up in his arms, a single phrase on his lips. "I'm glad Nana's not here to see this…" The witch regained physical prowess and began spitting its waves of fire. Akio jumped up the incline, inches away from the fire. The stream dissipated as his foot touched the metal plateform his friends waited on. Michio was still dumbfounded, and Mami busily tried to help him.

"I got her…" Akio said to Kyubey, "Who is she?"

"The key to everything I've worked form," the contractor answered, "If you'll excuse me, I'm going to take her out of here. This place isn't safe, and she's given off enough energy that the witch will try to devour her. That witch, Catherine, feed directly upon human energy unlike most witches who feed indirectly. Beware, it won't be afraid to kill you and then what extra power you have to increase its own." Before Mami could ask anymore, Kyubey and Madoka's body vanished into thin air.

"Kind of wish he told us about a teleporting power," Akio muttered, "Would have come in handy a little while ago."

Mami sighed. "He's one of those guys who if you don't ask, he doesn't tell." Despite the silliness in her voice, Mami forced herself to return to the severity of the situation. She wrapped her hands around Michio, trying to gain his attention in any way. The young man lost it. His eyes were glazed over as he watched Ayami take a step close to the beast. His whole body writhed.

"Mami, we need to take care of this thing," Akio snapped, "Forget him. Michio's out. Catherine isn't very powerful. She's using most of her energy keeping this barrier set up."

"You were right then!"

Akio grinned. "I try my best when it comes to stuff like this." Akio held his gun up heroically and shot Mami a smile. With the red magma draining down the walls behind him, Mami could honestly say he looked pretty cool. The Puella Magica jumped down into the pit together, unleashing all hell upon the witch. Their bullet gave no mercy as it shattered through the witch's mucky covered skin.

In a panicked desperation, the witch lunged out its arms into the crowd. The people below, unaware of the attack, fell like bowling pins as the tentacles swept over them. Body parts severed, scattering all about. Mami and Akio refused to let up their fire. Their endless streams of shells fully penetrated the witch. The creature screamed in agony, collapsing into a massive mess. Its body hardened much like magma and soon, nothing but a pile of rock remained. Mami fell to her knees as she watched the Grief Seed drop into her hand, replenishing any used up energy.

"There's quite a bit in this one…" she said, handing it to Akio, who used less than a fraction.

"Kyubey said this witch was powerful," Akio replied with a smirk, "It's only natural that the Grief Seed be full. Hey Michio, why don't-" A silence overcame Akio as he watched his friend, probably his best friend, tottered over to a single body lying amongst the Wreckage. The Labyrinth remained, slowly degrading, and most of the possessed passed into the normal world. The wounded and dead did not. Michio drop to his knees; his trembling hands cradled a single body. Mami's heart shattered; Ayami Ibuki lay amongst the dead and dying. Without a leg and badly shredded torso, she coughed wildly, blood scattered all over her once gorgeous face.

Her eyes were dark; she said, "Michio… Michio…"

"Yea," he replied, "I'm here. Don't worry everything is all right."

"What happened…" she pleaded, "I was teaching and then there was fire. I…" Gently, Michio rested his hand on her mouth. He held her body close to him. No tears dropped from his eyes.

"The building caught fire," he said, "Everything is fine now. No students were hurt, and the fire has been put out."

"Did…you come to save me?" Michio's face went blank. Only a single tear dropped from his cheek. Like two gateways, his eyes drained out the most tears Mami had ever seen him cry. He tried choking out words, but only grumbles and murmurs escaped. He hugged Ayami's head close to his body. He kissed her cheek.

He said, "Yea, I came to rescue you. It's what any good man would do, right?"

"You've always…been a good person…" Ayami replied with a half smile, "You're…fun… and I can say…I had a really good time. When I get…better, let's…go to the…park again. I think…I'd like that. You're a real…paragon. Shakespeare was…right… Humans…are a truly…wondrous work…or art, and…you're one of…the best…" Her body slowly lost feeling and warmth, Michio did all he could to warm her, hugging her as close as he could. Close to his ear, she whispered, "What a piece of work is man… I…love you…" She took another deep breath, followed by several short quick bursts and cough Her mouth opened one last time. "Oh…my…" Her head went limp; the barrier finished breaking down, and Michio was left with an empty hands and murdered heart.

All her energy flooded out from her body. Mami shook as she watched the scene unfold. In a matter of second, Ayami died, and there was nothing they could do about it. Michio made no sounds, but she knew he was crying. He didn't stop crying. His whole presence trembled in pain as he caressed nothing but air. Cancelling her Puella Magica armor, Mami placed a hand of Michio, unsure what to say.

"We…need to go," she said, "The students are going to come back soon. We have to leave or else something could happen." She helped Michio to his feet. He seemed too docile, so dead on the inside. Once on his feet, a dark rage flooded into the air. His hands lunged out, tearing the Grief Seed away from Mami. His hands crushed it into a million pieces; the remaining energy flowed into his Soul Gem. Michio grinded his teeth together, ready to break them into pieces.

"Where's Kyubey?" he snapped.

"He left with Madoka," Akio replied, "Calm down. Let's-"

He shoved his friends into the wall. "Fuck you! Don't tell me to calm down. Did you see how many people died, and that fucking rat did nothing. All he cares about is his own fucking agenda."

"Michio, Kyubey couldn't control what happened," Mami pleaded, "Let's sit down. You can cry." She herself was ready to cry. The tears already formed on the ends of her tear ducts.

"No…" Michio yelled, "I'm done crying; I'm done being a little lackey for that rat. He…killed Ayami. He didn't even try to save her. Isn't that wrong? Don't all our lives hold the same value?"

"Please Michio," Akio scolded, "We need to leave now. We can talk it over soon, but right now, things aren't going to look good if we're in these getups." He referred to his and Michio's armor.

But it wasn't enough to snap Michio back to sanity. "I don't care. There's no fucking point. We're Puella Magica. We're destined to die with little purpose. That rat tricked us all, every single one of us. He messed with our heads. He used Ayami…to get to me. He made me love her, so that he could use me!"

"Kyueby wouldn't do that!" Mami reasoned.

"You've been his fucking pet since I met you!" Michio returned, "I can't believe for even a second that I believed. He is the enemy… he's trying messing with us all. The very fact that you accept his lies shows weak and pathetic you are." He took Mami by the collar. "You should have died in that car crash. None of this would have even happened if you hadn't shown up." Pushing her to the ground, Michio spat on Mami. He negated the armor and stormed off, using a window to make his escape. Mami buried her head in her hands. She thought Michio was right.

vvvvvvvvvvvvv

**Chapter 7 End**

Sorry I did not get this done by last Thursday as I promised. I wanted too, but I figured I'd wait until Madoka finished, so I might get a little extra drive/inspiration. Shout out to Mikeru-D. You're awesome review gave me enough energy to finish this chapter tonight, which probably should have been finished last Monday.

Keep reviewing people cause it lets me know you care, and you're actually enjoying the story. If you're not, tell me why, so I can improve in my other writings (this isn't my normal writing style, so if it seems choppy, sorry. I'm trying something new, so I figured I'd try it on this fanfic). Considering there are two chapters left, an epilogue, and a possible bonus chapter left in this saga, I don't think too much can be improved on this story, but there are always future writings.

Thank care everyone!


	9. In the Darkest Sense of the Word

**Chapter 8**

In the Darkest Sense of the Word

Mami couldn't stop throwing up. The moment she arrived back at her apartment, her stomach twisted in every direction, and her lunch spewed from her mouth. She staggered over to the bathroom, barely able to think. It kept coming and coming. She felt her lungs scream for air; the pain shot across every muscle fiber she possessed. During the few breaks, she breathed deeply, praying it would stop, but the feeling returned. She leaned over the toilet once again.

"Such a reaction is common when faced with a witch of such power," Kyubey said, sitting upon her bathroom counter, "As a new Puella Magica, you can expect this to happen on a regular basis. I wouldn't recommend dealing with such powerful witches for a while. You're body won't be able to take it anymore." For several minutes, Mami huddled over the toilet, refusing to talk. Her stomach seemed to have settled; she fell into her but, breathing as hard as she could.

"I thought…" she panted, "My body was stronger than anyone normal."

Kyubey replied, "They are, but you can still suffer from the same adverse effects. If you get sick, you won't be able to fight. However, with your body the way it is, you don't have to worry about getting sick as much or dealing with pain. I'm sure you've noticed the level of pain tolerance."

"Yes…"Mami bowed her head. Her thoughts took her to early that day. Michio stormed off; she had never seen him so furious. She couldn't blame him. He lost the woman he loved, the only one who saw him as a good person. The Paragon, she called him. Mami couldn't even fathom the word linked with Michio. He was a superior person. From everything she witnessed, Michio was a thug, who abused people when he needed his way. Mami wiped her chin; she couldn't stay mad at him though. He was a teacher and mentor, and people have faults. If she went around judging ever person in existence, she would have no place in this world.

She said to Kyubey, "I think Michio's going to try and kill you."

"He knows full well he can't," Kyubey assured, "Akio told me of what happened. It's a shame that Ayami Ibuki had to die. With her indirect help, we'd actually gotten him under control. I didn't even have to convince her. You humans are so interesting. You talk about freedom and choice when in reality; most of your actions are predestined."

"What do you mean?"

"Mami, you were destined to be a Puella Magica,' Kyubey, "I understand that may coincide with what you call fantasy or a sweet fairytale about children saving the universe, but you are meant to be where you are." While Kyubey spoke, Mami turned on the shower, stripping her clothes off. Her body was covered in the spit and junk from her episode just seconds before. Kyubey followed after her, perching himself upon the soap rack. He fit just perfectly and enjoyed flicking the water into his face.

"Mami, do you believe in alternate realities?"

"Like Science Fiction stuff?"

Kyubey shook his head. "Let's think on a feasible level. I'm talking the ability for one to transcend time and space. There is a theory amongst my people that many different universes congregate along a single axis point in our space time. When I speak of universes, they are nearly identical to our own. You exist in each universe because time is not linear as you perceive it. In any one of these universes, you could go to school one day, but in another one, you might not. At that point, you construct a decision which may or may not differ to the already established time line. Let me give you an example. Say you decide to do your homework in this time line. Because you did that homework, you got an A and could rest easy when the test came. Now you can enjoy hanging out with your friends at the park. It just so happens this day you run into a young man and begin a friendship with him. Years later, you get married. Now let's look that this from a different perspective. You don't do your homework. Because of this, you must cram for your test and are unable to hang out with your friends. You cannot meet the man from the previous time and therefore do not marry him. Understand, doing and not doing your homework will do little to affect the overall time stream amongst this different worlds. However, major life decision as well as random acts of nature can. If you enjoy writing in this time, you will most likely enjoy writing in another time as well and will begin your career as a writer. Where you begin that career may change will affect the many outcomes of your life."

"I'm a little lost…" Mami sighed, scrubbing shampoo into her hair. Kyubey had been going on that she nearly forgot she was in the shower.

"Allow me to get to the point then," Kyubey said, "Certain things in our lives are not predetermined. We are given free choice or the illusion of free choice. However, certain aspects of our lives will always be the same such as our interests the skills that we excel in. Those follow with our genetic makeup, but there also seems many common occurrences exist as well. We are unable to manipulate these different times with our present technology, but we can sense distortions within them, and Puella Magica can be considered distortions. In every reality Mami, you become a Puella Magica."

Mami killed the flowing water, drying herself off with towel. His entire point culminated at that single phrase, "In every reality, you become and Puella Magica." Did that mean that Michio and Akio always became Puella Magica as well? The concept of time and reality was something she never touched on before. She considered it a child's fantasy. No human being could transcend time and space; to her, time was a linear substance. Kyubey, on the other hand, was the first break in her reality. If he accepted the existence of other realities, then they existed.

"So…my parents die in every world?" she said, dressing herself in her most comfortable pajamas. "and in every world, Michio is blind and falls in love with Ayami Ibuki, and she is later killed. Nana and Akio will always end up together. That's what you're saying."

"In so many words," Kyubey returned, "As a human and one so young, you find it difficult to grasp time as a nonlinear entity. What I'm saying to you is that the distortion surrounding you in other times comes into existence in every alternate timeline that we can sense. Whether your parents are alive in that time or also died is a mystery to us. You could have wished for any number of things. Time is not linear and neither is thought. Your brain works at speeds you cannot comprehend. At one moment, one split second, you could change your wish. It is a possibility in our universe."

Mami sighed. "My head hurts… You really like to talk technical stuff, don't you Kyubey?"

"It is in my nature to learn and understand," He replied, "Understanding the way our universe or universes function is one of them. Also, I learn all that I can about you humans, which leads me to my next point. I found it interesting you brought up Michio's name linked with Ayami Ibuki. Are you troubled by what he said?"

"You weren't there…" Mami curled up in her bed. She couldn't even look at Kyubey; her mind wandered into the domains of Michio and his emotions. All his words were targets of hate towards her. The guilt built up inside her. She hated seeing people die, but to see someone so close to her friend pass on and then be blamed for it was nearly heartbreaking. A brick was placed on her chest, and every second, it grew heavier until it would finally crush her.

"Ayami Ibuki was going to die no matter what I did," Kyubey said, "Logically, I had to save Madoka Kaname. Even Michio couldn't have saved her if he tried. You were just as powerless Mami. She was too close to the witch. The moment you made a break for those people, Catherine would have slashed them all away. Actually, more lives were saved by taking down the witch before attempting to save the people. A few causalities are to be expected."

Mami shouted, "How can you just talk about people like that! You didn't see Michio's face like I did. I want to help him; I want to be there for him. I can't though, and even if I could, he wouldn't want me within ten feet of him." She looked up from her covers, whipping the tears away from her eyes. They were blood shot, hidden behind the foggy glass of her tears. Her nose ran with might speed, and not even a tissue could stop the flow.

"I am unable to experience human emotions," Kyubey began, "and I'm glad. However, I do feel a level of what may consider regret for Michio. Not regret for the loss of Ayami, but regret for making him a Puella Magica. I made a logical error in deciding his fate; he wasn't fit for this job."

"So you're going to take it away from him?"

Kyubey said, "In this universe, that is physically impossible. He will be a Puella Magica until he dies, in battle or otherwise, and he will have to live with the choices he's made. You as well, Mami." Unable to believe Kyubey's words, Mami sank lower in her covers. She could never help Michio, and she probably would never see him again, at least not on friendly terms. As she returned to her tears, Kyubey jumped up to the window and cracked it open just enough for his body to slide through. He looked back at Mami. "Michio will confront tonight. If we're here, a fight could break out between you and him. I don't want to lose two Puella Magica on pointless battles."

"You're not going to kill him…"

"I am incapable of fighting. For now, he will be fine." And with that, Kyubey disappeared into the night.

vvvvvvvvvv

In same alley way in which Michio confronted his first witch, Kyubey waited. This spot was a shrine of some sort. The beginnings of Michio's negative energy, his hatred of the world and of Kyubey, and the death of a single young girl rested within tight bound walls of this ever unsuspecting place. Michio would return to this spot to pay his respects to those lost. Ayami was the newest addition to that list. By meeting, Kyubey assured that their meeting would in fact happen. Michio could not attempt suicide by conventional means nor could he damage his Soul Gem in accident. All good things were about to end. The lifeline between the two Puella Magica was finally at its breaking point. Project 24601 was dead, and the poor fools tangled up in such a scheme were to be murdered as well. Their existence as fake Puella Magica had gone on long enough; Kyubey refused to revel in such an embarrassment anymore. So he waited silently for the nights to approach. The clock stuck midnight.

Michio and Akio, who was accompanied by Nana, stormed towards the alley, where Michio informed them that his first kill took place. Kyubey listened to their conversation as they approached. Akio was trying to convince him to calm down and forgive Kyubey, but Michio refused. Nana kept quiet; she tightly held Akio's hand. Kyubey could sense the fear seeping off of her body.

"Why are we coming here?" Akio posed, "This is a pointless spot. Let's go to Mami's and work this out. This isn't her fault."

Michio gripped him by the throat, shoving his body into the wall. "I'll decide who the fucks fault this is! You have no place here." Akio, feeling the skin of his back sliced to shreds, fought his partner off, barely able to push away from the wall. Nana threw her arms around him, holding him tightly, so he would not continue the fight.

She pleaded with Michio. "Please Michio, you're acting irrationally."

"Irrationally?" he spit, "How would you feel if Akio was killed in the fight instead? Or better yet Akio, what would you do if Nana had died? Would you not want revenge against Kyubey? He started all of this by introducing us to Mami. He planned this from the start."

"Why would he?" Akio asked, feeling the effects of Michio's words. If Nana died in such a way, he too would seek revenge against the only logical choice, Kyubey. It was Kyubey who ignored Ibuki for a girl they barely knew. It didn't make sense to him.

Michio replied, "I don't know… but he'll here. At this spot, he'll be waiting." Michio didn't bother to say any more. He trekked down the alley until he reached that spot where first encountered a witch's barrier. There Kyubey sat upon a serious of trash cans. His red eyes pierced the group's heart. The friendly entity Akio signed the contract with was gone. Instead, it was replaced by the filthy creature Michio always spoke of. The difference in energy exuded from its flesh. A pain plagued Akio's chest.

"You're here to kill me, correct?" Kyubey began, not moving a muscle. His endless smile was more of taunt to Michio. It beseeched him to come and try his best for they both knew Kyubey was invincible. When one body died, another would take its place.

It didn't stop Michio from replying, "That's right. I'm going to kill you…or I'll find a way to kill you. This is your fault. You've lied to me for the last time, and I'm going to make you suffer for it."

"I don't understand you humans," Kyubey said, "I've learned your concept of lying, a fruitless venture with little to be gained. I've never lied to you."

"What are you saying!" Michio screamed, "They're things you haven't told us. You tricked me into becoming a Puella Magica without first explaining what that entailed. Then you expect me to run around and sacrifice my life for nothing. What is the point? Tell me Kyubey! Why do you go around a create Puella Magica and what are you holding from me? No lies! You got that!" The cool breeze swept through the alley. Akio, who remained stoic about Michio's brash decision, found himself opening up to this line of question. He too had wondered about the purpose of Puella Magica as well as the reason for the existence of witches.

Kyubey stared directly at Michio's eyes, locking himself within the young man's tension. "Are you sure you want to know?"

"What haven't you told us…"

"Kyubey, even I am interested," Akio stated, "I have quarrel with you, but if what you could say may calm my friend here, I would request that you please continue. I think we all understand there's a mystery in this topic that many never learn about and perhaps for good reason. I beg you though. Please tell us." He bowed to the creature. Nana wrapped her arms around her boyfriend, whispering inaudible words to him. Though he could hear not what they say, Kyubey studied the scene, another conclusion in the grand scheme of humanity. Humans were such a sexually driven group. It was unfortunate that using human sexuality as tool could not grow more powerful witches.

"What do you know about the concept of Entropy?"

Akio piped up. "It's a theory I believe that follows the second law of thermodynamics. Because energy cannot be created nor destroyed, some energy is lost in the transfer process as heat. Because of this, there are a few theories that state our universe is slowly heating up and will eventually burn itself out."

"What if I told you that theory was correct?" Kyubey began, "As you said Akio, energy can only be transferred, but energy is still lost in that process as well as when we do work. Think about an engine to your automobiles. As you use that engine, some energy will be lost as heat, which will dissipate into the atmosphere and space. Think about a human being. It takes scores of energy to grow and raise a human child, and they give us very little energy in return. In fact, the energy produced, or the total number of offspring a human can give birth too, fails in comparison to the amount of energy used and lost in that process. Heat is slowly killing our universe. Eventually, the universe will heat up and run out of useable energy. When that happens, all life ends in our world and your."

Michio growled, "And what does this have to do with us?"

"Because we cannot create energy, our race has discovered a way to convert other substances into energy. We discovered that emotions, while useless on their own, can be converted into massive stockpiles of energy. By harvesting these emotions, we can essentially save the universe from burning out."

"I see," Akio added, "So you create Puella Magica because through us you can harvest our emotions and keep up with your quota. What I don't understand is the purpose of witches? Are they collecting devices or byproducts of Puella Magica. They don't seem to play any logical role in grand scheme."

Kyubey looked directly as Akio. "You haven't let me finish. We do not harvest the emotions when we create Puella Magica or when they work. We gain the energy we need when a Puella Magica exhausts their magic and gives into despair. You see, Puella Magicas are the seeds that eventually become witches. Throughout your time, fighting and destroying witches, you are growing more powerful both emotionally and physically. On the emotional side, we are able to use that as energy. However, the physical entity goes into the production of a witch. While your negative emotions construct the outer shell and give way to the beasts you know of, your physical strength and magical prowess give it its power." Every was silent as Kyubey finished. Michio's mouth quivered in shock while his friends gave little to no reaction. Akio seemed the calmest of all. He sighed, watching the pavement below. It started to rain; his head became soaked in an instant. From the corner of his eye, he saw his girlfriend break down and cry, but he could not hear her.

"So…we become witches…" Michio stuttered, "That's all we are, some tools to be used. Why didn't say something before?"

"Do you really think anyone would agree to become a Puella Magica if they knew the end outcome?"

Nana called out, "Can't you reverse it? Make it so Akio and Michio are no longer Puella Magica. If you can give them those powers, you can take them away, right?"

"I'm afraid not," Kyubey replied, "Once the contract has been made, it cannot be broken. I have given my end of the bargain, and it is time for you to give your end. That's a way a contract works."

Akio laughed as he listened to this explanation. He had no way to perceive his future. He tested at genius levels, and all his life knew exactly where he would go and what he would do. To become a Puella Magica and finally find a girlfriend were bonuses to that plan. He strived to do great things. He wasn't a bum like Michio, who spent his life cursing society for all it was worth. He wasn't some lost hopeless child like Mami. He had a life, a future, and within a second, he watched all that work corrode away into nothing. But Kyubey, Akio understood logic, and this plan to prevent Entropy was a truly logical decisions. He couldn't stop laughing. It was brilliant, defying physics itself to solve the problem.

"I'm impressed," he said, shoving his hands into his pockets, "You and your people have thought this through."

Kyubey asked, "Are you going to try and kill me too?"

"No," Akio assured, "Actually, I condone what you're doing." Gasps left Nana and Michio's mouths. They stared at Akio, unsure what to say from such a comment. Akio grinned like he always did. He called it his otaku grin because women found it creepy…but not Nana. She was with him every step of the way, and as the current came close to falling on his life, he threw his arm around her and held her close.

"How can you say that?" Michio yelled, "His destroyed our lives, and you're fine with it…"

"Yes, I am," Akio replied, "On a logically level, it's pure brilliance. You're saying human emotions can directly revert the effects of Entropy thus creating a far more stable universe. If at the cost of humanities sake, then we must accept this fact and allow this to continue. The needs of the many outweigh the needs of the few or the one. If my sacrifice can save this universe and all who live in it, I gladly give up my life to do so. I'll become a witch and allow my body to return to the Earth."

Kyubey jumped down from the trash cans, approaching Akio until he stood directly below him. Their eyes met; Kyubey sensed the tension slashed like a knife as she stared into Akio's somber vision. "I never expected a human to come too such a conclusion. Unfortunately, you and Michio will produce very little energy. We've discovered that the use of males yields a lower harvest; sometimes, it produces nothing. Men have a different brain wave pattern when dealing with emotions."

"So we're useless sacrifices then!" Michio screamed. His eyes turned to liquid, a weld of hate and anger poured down upon his cheeks like the softest rain. His hands tore into his hair. His teeth clenched together, and his throat became drier than a bone. Those words struck him like nothing else before. Michio survived the revelation that the world he entered was predominately evil, he accepted the fact that people in his profession die unexpectedly, and he understood the false reason behind the Puella Magica. Upon Kyubey's epitaph, he crumbled; his funeral had been set.

"Your Soul Gems will burn out eventually," Kyubey explained, "and you'll give into despair. You'll become witches, and the cycle will continue. It has been this way since we arrived at the dawn of time."

"So we're trapped until we become witches?" Akio asked, "There is no way out of it."

Kyubey replied, "The destruction of your Soul Gem, the thing that contains your spirit and life energy, will end you. At this point, your body is a shell, and your spirit and memories can be transferred. If you were to destroy the body you currently exist in, you're soul will live on until another host can be found. If you wish to dispose of yourself in this manner, please do so. You produce hardly any energy, and it will save me the time of finding a Puella Magica who can clean up the mess. Understand?"

Michio's body became a rock; he toppled to his knees, unable to support the massive weight crushing down on him. His head spun about; he couldn't think or feel. The world wrapped its cold dark fingers around him, squeezing any and all ounce of life from his veins. No amount of tears could change it. Michio felt like a child, always clinging to his mother's skirt in hopes that the times will improve. They never do… People live and die by their own accord. Some of the purest and best men end up with nothing in this world while the fat and the cruel continue their reign of terror on the unsuspecting masses. This is a diseased and brutal world. Kyubey's explanation solidified this as fact.

He could only choke out a few words. "I hate you… I'm going to kill you! You understand that! I'll stop this." He could barely speak. In his hand, his swords formed. Even if he had to kill Kyubey a thousand times, he wouldn't give up. By the stars, Michio swore that he would end this.

And then the barrel of a gun pointed to his head. Akio kept his finger firmly on the trigger, bearing the look of a man who received ultimate peace. "I can't let you do that, Michio."

"Why are you on his side? Damn it Akio, what the fuck is wrong with you?"

"My humanity tells me that this wrong, but I've never been a normal human being,' Akio answered, "I'm a genius and very creative person. If you could see how my mind functioned compared to your own, you might fully be able to understand me. No one ever cared about me. I was always that really smart, weird kid. Women ignored me, other men picked on me. I was freak in their eyes because they refused to understand what I was." He pointed to Kyubey. His finger pierced the night air, the bone becoming straighter than an arrow. He cried as well. "I look at him, and I see he understands me. He came to me in my darkest hour. I was going to kill myself. That's right… I played the idiot attitude to make people unaware of my situation. I was so close; I had the knife to my jugular. Then Kyubey appeared, and he promised me that he could make someone love me…and he did. Nana loves me, and I don't care if it's because of a fucking wish or if she truly loves me. Someone actually cares, and that was more than I ever had. Don't you see Michio? You're right; this world's a fucked up place. Maybe it's time that logic dictates our fate. If humanity must pay the price for its sins, then we might as well be useful somewhere." Akio dropped his gun. The barrel struck against the hard pavement, vanishing in a split second. Unlike Michio; he no longer cried.

Not wanting to appear weak, Michio stood with his friend. If he dared do anything, a fight would break out; he knew it was time to retreat. "If this is what you want Akio, I can't say anymore. I'll stop this somehow. You wait and see…" Like a wounded animal, Michio stumbled past the group into the night. His body vanished around the corner. The headlights from the cars were all that could be seen. The rain beat his head. It was as though the world was crying for him.

"Eventually, a witch will appear that no Puella Magica can deal with," Akio said to Kyubey, "and the human race will end."

"That is correct," Kyubey replied, "By then, we will have the energy we need." The white beast trotted down to the end of the alley. His hair and tail swayed in the light breeze. The rain refused to dampen his grand stance. At the very end of the road, he turned back to Akio. "I do believe this is farewell. By the end of the night, Michio will have given into despair and become a witch, and you will no longer exist in this world."

Akio grinned. "That's right. It's been fun, Kyubey. I wish you the best of luck." Kyubey said no another word; he departed into the rain. All that remained was the broken spirited Akio and his girlfriend, who hugged him tightly from behind and refused to let go. She kissed the back of his neck; their bodies formed to one.

"I love you…" she cried, "I don't want you to die. I don't want anything to happen to you." Their hands intertwined, and Akio returned the hug. He had no kind words to give, no goofy comment to give, no off handed remarks about her underwear. The true Akio broke from his shell, and he stood naked for the whole universe to see.

"Let's go for a walk," he said, "We haven't been out a date in a while." Taking her by the hand, Akio led Nana away from this dreaded spot. He smiled the entire way as they made their way into the city. It would be a night to remember, him and his girlfriend amongst the rain soaked stars.

vvvvvvvvvvvvvvv

Madoka slept peacefully in her bed. Despite the odd dream earlier as well as her throbbing head, she found a comfortable place in her room and zonked out. Her father, seeing her sleeping so peacefully, moved her, so she wouldn't catch a cold. She slept in complete bliss unaware of the state of the universe around her. This disgusted Michio as he stood over her, watching her rest without remorse for the death of the woman who should have been saved. Ayami was dead because of this girl, and Kyubey would only use her as a way to annihilate the rest of humanity. Taking both his hands, he gripped the hilt of his sword as tightly as he could. The tip of the blade hovered inches above Madoka's throat. It would take only one thrust to end her life. This girl had no right to live. She caused the death of Ayami, and if she thrived in her current condition, she would damn the entire world. Michio clamped his teeth together as he contemplated this decision. He had every right to kill Madoka. They only met once; she was a stupid little girl with no clue on the darkness around her. The human race would be better off without people like her. That was what he told himself.

"No…" he muttered. The sword vanished from his hands. He leaned until he could smell her sweet scent. Killing Madoka would only give Kyubey a momentary delay. He would find another girl to use. Besides, Michio didn't want to play god; he had no right to decide who lived and died. He had no right to live himself. Kyubey made it clear that he was no longer human. A puppet can only be a puppet even if the strings are cut. He could do no harm to this girl. If he did, he betrayed every Ayami had seen in him.

He said to the girl who still slept, "You and I aren't much different. We both die without much cause. Sadly, it looks like I'll be dying a lot sooner than you, but I'll leave knowing that maybe there exists a beacon of hope. Perhaps you can change our fates, destroy Kyubey, and make a world worth living in. The power of the Puella Magica are supposed to be amazing. I hope that they truly are." With that, he kissed her on lightly on the lips and fled through the window. The night air, still wet and crisp, become his cloak as he headed for the only place he knew, a barrier with a witch.

vvvvvvvvvvvvvv

Akio looked up from his ice cream. "There's a witch nearby."

"Michio?" Nana asked.

"No… I would be able to tell if it was him. It's another witch; I'm sure of that." Akio pulled out his Soul Gem. The once fabulous green light the emitted from the inside dimmed to a pale black. The darkness nearly reached the halfway point. He knew his time on this Earth was short. If Michio had given into his despair and hopelessness, he would become a witch quickly, and Akio had no urge to deal with whatever horrifying beast he produced. With Nana, he kept his mind off of the inevitable. Sadly, a sick like feeling, almost cancerous, loomed in his chest. It was all he could do to take Nana by the hand and lead her on.

"What do you plan to do?" she asked as they approached one of the many bridges surrounded Mitakihara. For the moment, the rain and clouds let up; only the crescent moon shined down to greet them. It was a truly black night. The street lamps seemed to flicker more often. The windows along the road were black as Akio's Soul Gem. There was little left in the way of comfort.

Akio shrugged. "I'm not really sure. I might be able to survive a little longer if I kill witches and keep killing witches. Those Grief Seeds keep us alive for a short time, but as I become more powerful, there will be nothing any Grief Seed can do. I'll eventually run out."

"You should fight," Nana replied, "Even if it only keeps you around for a short while longer, I don't want to see you go. Akio, you're one the greatest things that has ever happened to me."

"You do realize that your interest in me might only be the product of a wish."

Nana shook her head. "I don't care if it is or not. I know myself better than anyone. If I had met and befriended you without your wish, I know we would have ended up like this. You're a good person, Akio, and just because other women and people don't see that, doesn't mean I never would without that wish. I've seen all I need to care for you, and I'll stick with you no matter what you do. If you become a witch, I'll be there in your barrier, watching over you. I'll even become part of body if that's what you desire. I'll be a familiar or anything you want me to be." She kissed him on the lips; their bodies were silhouetted in the bridge lights. Not a car passed at such a late hour. Nana continued kissing him, unwilling to let him go in fear of what could happen.

Finally, Akio pulled her away and staring deeply into her eyes, he said, "I don't anything to harm you, and I'll do whatever I can to prevent that. If you follow into a barrier when I become a witch, you'll die. I'll have no control over what happens then. I won't be me. Nana, you can't die no matter what happens. If you do, that makes everything I've worked for meaningless. You understand?" Nana shook her head slowly; the tears came to her eyes again. Akio released his loving grip for her, planting another kiss upon her lips. He climbed up to the railing of the bridge, staring down at the water below. The fringed steel frame ate into his palms. He could feel the rain returning, washing his face of all his transgressions. He peeked up at the moon, a bright sliver that barely managed to peek through the clouds. All was still a silent.

"Akio, what are you doing?" Nana cried, knowing full well what his actions entitled, "You can't jump… You need to stay here with me. You'll beat this; we'll stop you from becoming a wish. I'll take some of your pain, anything. I'll even become a Puella Magica if it means I can save you."

"Never walk down the same road I did," Akio commanded, looking back at her sweet red face, "There's only pain and suffering for the Puella Magica. You're too sweet Nana. I want you to live the best life you can. If there is anything you take from these words, then it must be that you live on."

She whipped her eyes. "I said I would, but I know we can beat this!"

"Sometimes I wish I could think like you," Akio replied, "I always think so logically just Kyubey. This plan of his or whoever created it is brilliance. Though I can accept it logically, I cannot accept it humanly. No matter what Kyubey says, this world will thrive on. Eventually, someone will stop this endless madness. It won't be me or Michio though. It probably won't even be Mami."

"Then what should I do?"

Akio grinned the same smile Nana said she loved. "Nothing. You be a normal human being and let Kyubey's mess fix itself. It will eventually." Akio pulled his Soul Gem from his pocket. He stared into again. It was filling quickly; he couldn't bear to see it anymore. This small egg contained all his hopes and dreams, which were now corroded away into nothing. He smiled nonetheless.

"Becoming a witch would possibly mean hurting you," he said, "This is what I've chosen. I love, Nana. Thanks for one hell of a ride." With that, he tossed his Soul Gem over the edge of the bridge. The Ak-47, which he used to destroy countless witches, materialized in his hand. The barrel lined directly with the falling egg. He watched tumble, slowly down to the endless blackness, and for just a second, he thought he saw light. Akio pulled the trigger. A single shot for a single life. Lifeless, his body fell forward, following the shattered remains of his Soul Gem. Not even a splash could be heard from below. The night filled with Nana's cries.

vvvvvvvvvv

Mami had only enough energy to heat up a cup of noodles. As she waited for the water to boil, her senses rang like bells and whistles. She got up from her spot and ran to the window, looking out over the city. She sighed, gripping her chest tightly. A witch barrier had spawned. It was relatively new and should pose little threat. Mami put her unopened noodles away and headed out for the city. She was quick to change into her outfit as she followed her senses towards the newly formed barrier. It lingered outside a local coffee shop, feeding of the pale neon lights emanating from the sign. Mami brushed her hair as she approached the distortion in space time. A cold chill ran up her spine as she stepped through the murky wet pavement. Her body passed into the foggy exterior; she saw nothing but black for several seconds until the world fully opened up.

She could barely believe what she saw. The entire barrier, or what was left of it, was in complete ruins. The witch had created a cityscape with massive skyscrapers floating around the exterior. Besides a few fragments, nothing was left free standing. The entire world was engulfed in a hot fire. Buildings burned all around her; parts of each structure crumbled. Mami stepped through the rubble, avoiding the searing hot fire. The witch's energy was nonexistence. All Mami could sense was the weakening barrier, but something kept it open. If the witch had been destroyed, the barrier would degrade away because there was no energy supplying it. Mami also knew this was no trick. Before, the witches kept their energy levels low, but she still sensed them despite their low energy levels. This time, Mami felt nothing, but the odd heat exploding from the barrier. She trekked further into the city. The smoke built up all around; Mami fought through the soot and ash towards the very center. If a witch had existed here, it would be waiting in the center of the city, and whatever dared to keep this barrier opened would be there as well. Mami cringed.

The smoke covered streets led her to the remnants massive park. The fountain was crushed to bits, only a small bit of water squirted up from the tattered piping. Trees and grass burned at a lightning pace. The stones in the sidewalk were overturned and crushed. Swords marks speared on almost every piece. Mami bit her lips as she saw the cause of this destruction. She told herself it couldn't be true, but only one Puella Magica would dare cause such levels of destruction: Michio Konomo.

Michio sat amongst the rubble, knocking away pieces of brick and fire with the tip of his sword. His Soul Gem sat out for all to see. The light once illuminating from its clear exterior was dashed by a growing darkness. It had nearly covered the egg from top to bottom. Michio chewed on some grass, and when that piece was burned away by falling fire, he picked another one and began chewing it. Mami approached in shock and fear. Michio saw her the moment she stepped forth from the smoke. He stuck his sword in the ground, standing for the lady approaching.

"You don't have to keep your gun drawn," he said, "The witch here is dead. I killed it not too long ago." Mami was now close enough to fully look at her partner. Michio's armor was in pieces. A little of the breast plate remained, but everything else flaked off into the ash. His long hair was covered in sweat, looking as though he took a swim before tearing this barrier a sunder. Michio puffed his chest out as he watched the devastation he caused. It was a good feeling. Mami didn't care about his cocky attitude. She stared at the blood stains covering his face and clothes.

"What happened here?" she asked.

Michio smiled. "That witch and I didn't quite agree on what was to be done about his barrier. We got into a little fight, and what you see is the aftermath."

"You're covered in blood…" Mami said with tremble.

"You don't get it, do you?" Michio posed, "Kyubey's been using us this entire time. He's trying to destroy every single one of us, and we've just become puppets in this little plan of his."

Mami asked again, "Why are you covered in blood?"

"I killed my mother," Michio answered honestly, "The worthless cunt deserved what she got. All I ever tried to do was be a good sun for her, but she refused to accept that. She tried to tell me I was crazy when I talked about Kyubey and threatened to call the police. I had to put her down. If I went to prison or a mental ward, I wouldn't be able to save this world." Mami trembled as she listened to his story. She didn't know what to say or think. Michio acted like nothing had happened, that murdering his mother was a fact of life everyone had to deal with.

"Michio, you have to spot," Mami ordered, drawing her gun, "Come on, let's get out of here. There's left to do."

"But there is. Mami, you and I have a mission now. Kyubey schemed for all this to happen," Michio went on, "Money he killed your parents to assure you'd join him. We're a lost cause as of right, Mami, but we can become so much more."

Mami bit her lip. "You're not making any sense…"

"We need to protect this world from Kyubey," Michio shouted, "Does that click a little better? We have start killing Puella Magica to make sure nothing bad will even happen again, and then, we Kyubey and bring an end to his cycle."

"What cycle? What are you talking about?"

Michio sounded angrier by the second. He pulled his sword from the Earth and readied. "Mami, don't you betray me either. I trust you; you're my best friend. Together, we can save everything."

"From what?" Mami yelled, "You're speaking incoherently. Michio, we need to leave this barrier, now and get you help. I'm sorry that Ayami died, but you don't need to throw your life away anymore."

"We've already thrown our lives away…" he stated, taking another step closer. Michio held his sword over his head. It would take but a flash for him to be onto of Mami, slicing down into her. "Mami, Ayami has little to do with this anymore. She was breaking point, but now my world has devolved even deeper. I ask you: are you with me or against me?"

"I'm neither!" Mami explained, "I don't know what you're talking about, but I won't harm Kyubey and I won't harm any other Puella Magica! Where's Akio; he'll help you too?"

Michio shrugged. "He's probably dead…" The pain in Mami's chest increased tenfold. Her mouth went try as Michio inched his way closer to her. The look of a man lost plastered itself in its eyes. His breaths were heavy and harsh. The only way to prepare herself was to ready a shot. Mami aimed her gun at him.

"Michio, put weapon away, and let's go together," she reasoned, "We'll find Nana and Akio, and then we'll get this sorted out with Kyubey."

"Are you with me or against me?"

"I said neither," Mami repeated, "I'm with the group who wants to help this world."

Michio tightened his grip on his sword. "If you're not with me, then you're my enemy. Shall I say en garde, or would that be too cliché?" He lunged at Mami, giving her no time to reply.

vvvvvvvvvvvvvvvvv

**End of Chapter 8**

I'm pretty sure everyone's been waiting for this fight since the start of the book. I know have been waiting to write, so hopefully by next week, you guys can read the final chapter as well as the Epilogue.

Happy hunting and don't forget to review!


	10. Mami and Michio

**Final Chapter**

Mami and Michio

With a swift downward slash, Michio knocked the flint lock rifle from Mami's hands; the gun discharged with a loud bang, sending the bullet spiraling into nothing. Her foot caught the edge of turned up rock, and Mami felt herself tumbling backwards. Her fall was met with equal insult as Michio slammed the butt of his sword into her face, cutting her cheek and sending her straight to the floor. With one eye barely open, Mami saw the world around her morph into the images etched onto Michio's soul. The buildings crumbled to pieces, leaving nothing but a barren wasteland of ash and fire. The park took a new shape, and before her stood the massive interior of a golden opened aired palace. The sky twisted with a forming darkness; a screeched echoed through the halls. Her observations were short lived. Michio thrust his sword at her; Mami found barely enough time to roll to the fide, flipping back to her feet with the use of both her hands. She materialized another gun, but Michio was already upon her. He chopped down. The blade of his sword whizzed through the air. Unable to act offensively, Mami did the only option available to her: block his sword with her riffle. The sword connected with the rod of metal, causing bright sparks to scattered. Michio relented his first strike, using Mami's lack of close quarter's combat experience to his advantage. Pulling the gun away from her and again striking her with the hilt of his blade, he threw her down a flight of stairs with a strong kick to her head. Mami's body tumbled down an endless amount of steps until she rested on her back. Breathing heavily, she fired two newly formed rifles. Michio's blade caught each of the bullets. He made stride down the stairs.

With each shot Mami fired, Michio's sword was ready to act as a shield. Spinning it a like the blades of a ceiling fan, he caught the scores of bullets and made his approach even quicker. Mami pulled away as Michio descended upon her; her bullets toppling from his sword like flies. Sweat trickled off her forehead as she kept her distance, making worthless potshots that were sure to be deflected, and with each shot, Michio could only smile. He had Mami trapped in dead end hallway; her back smashed up against a wall. His golden palace beamed like the sun in the oncoming darkness. Mami was an unfortunate casualty, a betrayer of the peace. To him, she caused the ensuing despair in his world.

But Mami saw Michio was what he really was. The barrier fed upon his Soul Gem, sapping energy away like no other. She had no explanation as for why it was using his Soul Gem unless the witch that occupied this barrier was still alive and in hiding. Nevertheless, Mami fired her rifles fruitlessly. A trapped mouse will do anything to survive even if such a tactic has proven ineffective. Another sword appeared in Michio's hand. He threw his arm back, holding the blade like a spear and released the pitch like any professional baseball player. In a split second, Mami fired her last flint lock; the bullet struck against the tip of the blade, killing the trajectory. The blade stuck into the wall inches from her head. Mami wrapped her small fingers around the hilt and pulled it from its resting place. Michio began another frontal assault. He brushed off Mami's attempts to handle a sword as heavy as his. However, in a moment of inner strength, Mami held the blade high above her head. The two swords connected; Michio's eyes widened as his next calculated move was thrown out of proportion. Mami, on the other hand, prepared her first trump. Forming a cannon upon her free hand, she aimed it at the ground between them. The medium sized fire arm let out a tremendous screech. Mami felt her body lifted off the ground, taking by the force of the explosion. A sharp pain enveloped her back as she was tossed into the same wall she clung to earlier. From the corner of her eye though, she saw Michio picked up as well; his body flung out the nearby window. The glass shattered, sending fragments every which way. His sword fell from his hand and toppled into the lifeless oblivion below. Michio fell to a lower tower on his generated palace. The force of his fall collapsed the roof, dropping him yet another level. Mami knew it had ended when she heard the loud thud from below. She dropped to her knees.

Blood trickled from her mouth as she tried to re-orientate herself with the surroundings. The blast from the cannon left her dizzy and with a horrid ring in her ear. She stumbled through the hall until she gained her bearings. The shattered window caught her attention instantly. She gazed down at damaged tower; a massive hole remained where Michio fell. Unable to see inside the structure from her current angle, she leapt out of the structure and down the gapping puncture. The lower half of the palace was still as golden and lovely as the upper. With the exception of the damage caused by a falling body, the walls were still radiating with a gold tint. Pictures of Ayami Ibuki lined the walls. Wondrous artifacts rested on pillars that lined the hall. However, Mami could only be tempted by such riches for a second. A trial of blood leading away from the debris enticed her to follow, and Mami did just that. She blood trail led her to a massive banquet hall. Tables with red table clothes and finely crafted chairs sat around the room. In the center and under the grandest and longest of all the tables sat the mirror image of Ayami. She did not move from her seat but watched as a horde of imageless guests chatted away. Mami listened to the noise that permeated the room. It sounded like a wedding ceremony with dancing and chiming wine glasses. However, Ayami appeared to be the only feasible guest in this world.

"Lovely, isn't it…?" Michio said, appearing before Ayami like the ghost. His entire left arm was covered in blood; a bone jutted out from the wound by at least a few inches. Michio took his place by Ayami's side. She reached out a touched the wound on his arm, healing it within an instant. No painful looking bone remained tearing through his flesh. The blood even flaked away with her heavenly stroke.

"Michio, let's stop this," Mami pleaded, "This fight is pointless. We shouldn't be fighting each other; we should be fighting witches!"

He let out the most magnificence belly laugh Mami had ever heard. "That's where you're wrong Mami. Kyubey is our enemy as well as the Puella Magica. We need to kill them, not these witches. Within time, we can deal with the remaining ones, but for now, we have a far more difficult task at hand. Come! Let us save this world from itself."

"And once you kill all the Puella Magica, then what will you do?" Mami posed, "Will you kill yourself. You're a Puella Magica too."

"That's precisely what will happen," Michio replied, "You and I will have to die. The world is not safe until all of us and Kyubey are destroyed. Mami, isn't this what you wanted? You said you wanted to help people. This is the time to rise up and make our stand."

Mami shook head. "I can't do that. I don't even know why you're thinking like this. Is this because of Ayami? Do you think she'd want this?" In a fit of rage, Michio crushed the chair behind. The pieces of gold and metal scattered about. A new sword formed in his hand.

"I'm doing this for Ayami!" Michio screamed, "And for all the people of the world. As long as Kyubey exists, the innocent are threatened."

"It's the witches who are destroying people not the Puella Magica!"

Michio sighed. "This is pointless. You won't listen to reason."

"You won't listen to reason! You're going mad with these diluted thoughts."

"And you're the one who can't see the facts presented to you." Michio stepped away from his broken throne. He pulled a cigar from his pocket, stuck it in his mouth, and prepared his lighter. He clicked away at the small grey lighter, but no flame formed. Placing it against his ear, he shook it a few times, sighing upon realization that it was empty. He threw it to the side and pocketed the single cigar.

A sad grin appeared on his lips. "A shame… I was hoping for a smoke before we began again." He leapt to the center of the banquet hall. The voices stopped in an instant and he chided Mami to attack. His sinister lips became like glass, morphing his mouth into one terrifying scowl. He circled his opponent; Mami aimed her rifle at him, knowing full well that she wouldn't have any hope of hurting him with such a straightforward assault. He cursed under her lips.

But Michio made no moves beyond simply walking in circles around the girl. Mami surveyed her surroundings; the banquet hall was as lavish as the halls she'd seen earlier. However, a single piece of grand décor stood out to her. A crystal chandelier hung in the very center of the room. It was encased with gold and jewels beyond the simple crystal exterior. It glowed as nearly every light focused its attention on this one piece. Mami bid her time, praying Michio would not grow bored of such a stalemate and make a solid attack. Her partner continued circling. He created a mind a game, toying with her into making a mistake. Mami saw through this though Michio made no attempts to conceal his efforts. Finally, he passed under the chandelier; Mami took aim and fired. The bullet from her rifle whizzed through the air, striking the hanging ornament at its base. The crystal and light gold broke away. The chandelier fell at incredibly speed; Michio looked up at the impending object. His uppercut with blade of his sword stuck against the sharpest end of the chandelier. The crystal and gold shattered into a million pieces. Shrapnel tore into Mami as she tried her best to defend herself with a makeshift shield, a table which had been kicked over. When the pieces settled, she checked around her shield. There was no sign of anyone, alive or dead.

It was only when a searing pain burned in her left shoulder that she panicked, tearing away from her shield. The blade of the sword stuck through the table; Michio's blood soaked body stood directly behind it. He pulled the weapon from the wood, splintering it and adding to his already extensive wounds. His body was a sliced wreck. Gold and crystal littered the wounds covering him from head to toe. He spit blood from his mouth and scratched at the pieces that remained lodged in his skin. Mami stumbled backwards, clutching the gaping wound in her shoulder. It burned worse than she expected as though her body allowed extreme pain again. She cursed again as she saw that Michio ignored his multiple scars, and with his quick speed, he was once again upon her. His right hand clenched around her throat, pulling her off the ground. Her legs kicked as the wind slowly drained from her lungs.

"I think you owe me one," he said. With his might, he tossed Mami half away across the banquet hall. She crashed through another window, landing just on the balcony. Her limp body rested upon the railing; her head slunk back enough to see the dark oblivion below. Michio, shattering out the jagged glass in the windowpane, joined her. His body towered above her very frail one. Mami cried as she realized the fight was nearly over, a major loss for her.

Michio again gripped her by the throat, pushing her head firth back and rest of her closer to flipping over the guard. "It's a real shame. I actually like you. You were so cute and fun. I said 'if I could never get Ayami, I'd want a girlfriend just like this.' Shame you turned out to be such a useable bitch." With his free hand, he jammed his fingers into her shoulder wound. Mami screamed out in pain. "See, this is what being a Puella Magica has gotten us. Kyubey, he turned us against each other to keep us from stopping him."

Mami tried to choke out anything that could retort Michio, but her larynx was slowly being crushed by an inhuman force. She kicked her legs, scrambling to break free. Michio pushed her further back; she swore her spine wad about to snap in two. Michio's black eyes sparked with glee as she drained the life out of her. Mami gasped for what little air she could soak up. Her head spun, and her vision dimmed to a depressing colorless world. Her mindset prodded her to fight, but her body gradually lost the will to fight. Mami witnessed the world go bleak for a second as a the simple life of a young girl played out like a movie before her eyes.

But she couldn't die just yet…

Using the smallest fraction of energy left within her, Mami summoned half a rifle. Fragments from within toppled out the jagged and unformed barrel. She gripped the butt of the gun as tightly as she could, stabbing the pointed in within Michio's back. The young man screamed in pain; Mami threw him off her. She jumped away from the railing and regained her position to challenge Michio if he dared strike again. Conversely, Michio stumbled about balcony, pulling at the jagged hunk of metal impaled into his back. He dislodged it while tearing out a huge hunk of skin and blood. The back of his armor oozed red as she gripped the back of railing with all his might. A cry escaped his lips.

Mami aimed a rifle at the back of his head. Her finger twitched upon the trigger. She shook in anxious anticipation. "It's over Michio."

"No!" he yelled, "We're not done yet. The night is young." Like lightning, Michio flung a newly produced sword at Mami. The tip of the steel bounced off the barrel of the rifle. Mami fired; the bullet found its new home within the stone balcony. Michio jumped upon her, flinging her body off the balcony. Mami plunged from the palace and into the bleakness below. With her eyes shut, she pulled off the red ribbon on her blouse and threw it like a rope. The silk band extended, wrapping around a single pillar, and Mami was left hanging for dear life. She painted as she climbed up her makeshift rope. The tension on the ribbon could only last so long before it snapped and sent her down into oblivion. Mami held her breath as she worked her way up. Sweat poured off her brow until she gripped hold of the base of the pillar and pulled herself up to safety. She was practically on the underbelly of the floating palace. Caught in nook with barely any room, she scrunched her body into a tight ball, hoping that she could rest before Michio found her. It would not be long. His acute senses for witches and Puella Magicas made him a deadly tracker.

Curled up, she shut her eyes, thinking of all the times she spent with Michio and Akio. Though it wasn't long, it meant the world to her. They were her first real friends. She considered them beyond that of mere acquaintances. Michio may have angered her at times, and his dark antics put a damper on her mood in occasions. However, she could see past all those to the truly wonderful person on the inside. To see this corrupted version of her friends was sickening to say the least. Michio cried silently to herself. The world around her collapsed into nothing but a smoldering pile of ash. It was like the day her parents died. There was nothing.

After a good hour of waiting, Mami began her climb up to the palace. She hadn't sensed Michio in that time frame, but the barrier remained, meaning he existed somewhere within these walls. She was bidding his time until they could confront each other once again. Mami knew this and prepared herself for the worst. The world around her felt frigid as she made her way up to the lowest point in the palace. She stepped into a far different world than that of the above. Instead of gold scattered all over the walls, the basement of the palace was covered in rusty dirt covered metal. A strange bang bounced off the walls and into Mami's ear. Smoke emitted from multiple vents lining the floor. Mami, however, instantly saw the boy with the blackened eyes. Michio gripped his sword tightly. The palace seemed to shift to his licking. The vents shot out waves of fire instead of smoke as if someone had taken a lighter to gasoline. The walls melted away any excess paint in compliance of the far darker atmosphere. The lighting shifted from one of richest to poverty.

"This is how our world really is constructed," Michio said, "Most people don't even see the world as this. They see much darker, only able to survive with a roof of garbage over their heads. So Kyubey will come to them and tell them about all the wonderful wishes. They will be caught in temptation and seal their fate with just a few words of hope. This is what this grand palace really looks like."

"I'm sorry that you're heart has become so dark!" Mami yelled.

Michio cocked his head. "My heart? Oh no… This is not my heart at all. This is yours. I've created this world to mirror exactly who you are." Mami swore her heart stopped in that moment. She looked at all the walls; they became nastier with filth. "The palace above was the illusion, my illusion, so instead, I decided to wake both of us up from that dream and introduce us to your side of the story. Everything you see here is a reflection of your inner thoughts and desires. At this very moment, you're contemplating whether or not you should kill me. Your heart tells you I can be reasoned with given time, but your brain cannot accept that logical outcome. Deep down, you're convoluted with thoughts of murdering your friends in the name of…what you might call justice. You can't accept that if I die you will be alone again, but you cannot face a world in which my dreams of Puella Magica free world exist. Ever since your parents died, you're mind has shifted towards this rout. You're becoming dark just like me, unable to accept the lies around you but still unable to deny the proof of those lies. You create small distraction to keep your mind from this. You claim you have your friends and your job defending people, but we both know that is a sad excuse to keep yourself alive. After all, you lack a point without being a Puella Magica. Mami, do you honestly think you would have survived long even if you lived through the crash. The thoughts of your parents dying and leaving you alone, with reason, would drive you to insanity, and you have ended your life within the first week. That's the price of loneliness that we all face. Even so, as a Puella Magica, you are more alone than you have ever been before."

The darkness on the walls seeped off onto the ground. It slid towards Mami, surrounding her in sticky substance. It clung to her like glue, feeding off her mindset and energy. She shook her body with as much force as she could muster. The goop fell from her like filth before retreating into the shadows. Mami's whole person underwent a systematic change. Her arms and legs stung as though they sat in a bath of ice water for days on end. Her heart screamed out in pain while she tried to hold herself up. It became a difficult task to even stand.

Michio grinned. "You feel weaker. That's the power that lies inside your soul. It can be your greatest alley and your worst enemy." In both his hands, Michio summoned two identical swords. Each one glistened with silver, the blade being constructed from the finest and purest metals. The golden handles brought a much needed light to the palace's now dark exterior. Michio tossed the sword, sticking the blade in the ground right at Mami's feet.

"Take it," Michio said, "You and I know you cannot defeat me with your current weapons. Your guns are handy, but in a fight like this, a sword will be much more useful. Let's face it. I'm faster than you can summon and shoot them, and the gun provides little in the ways of offense at close quarters."

Mami removed the sword from its spot. She stared at the blade, at her own reflection. She saw a girl covered in blood and bruises, but this falsehood that Michio talked about was nothing more than a gratuitous lie, thought up to drain her. Mami threw the sword back at him; Michio caught it with his free hand.

"I don't need it," Mami stated sternly, "If I can't stop you with my own abilities, then I deserve to die. After all, a Puella Magica is designed to fight no matter what their goals are."

Michio shoot his head in disbelief. "You do realize you will die without putting up much of a fight. I've already proven to you that I'm stronger than your prissy little guns. You should surrender and accept your fate. Join me. Together we can put an end to all this." Mami didn't even bother to give him a reply. She fired a row of rifles; each lined directly at Michio's head. The bullet flew by. Many were caught in his swift reaction with the two swords. The blades flipped about, striking shells out of the air. Michio began his assault. He charged forwards, still swinging his swords like mad. Mami created rifles at the greatest speed she ever had. The sound of detonating gun powder filled the air. The smell of sulfur tickled her nose. Of all the shots, none had met their mark. Michio crossed slashed both swords, aiming directly for Mami's neck. Avoiding decapitation, she performed a cartwheel backwards. The tip of her foot struck against Michio's jaw; a crack whispered in her ears. Michio gripped the end of jaw, trying to hold the blood it. His mouth filled with the vile red substance. Each spit consisted of more blood then saliva.

Mami took the only chance she saw. Diving headfirst at him, she struck him upside the head with her gun and then lodged a bullet within his leg. Michio fell to one knee, screaming in pain as she slashed across Mami's chest. The blade grazed her breasts and slashed opened part of her blouse. Mami covered her wounded chest; the swell of heat reminded her of pain throughout the rest of her body. Her yellow and white outfit had been colored with natures paint; she looked like a walking horror show. Through all this, Michio dug his fingers into his leg, tearing out the bullet with nothing but his finger nails. Still, metal ball chipped away and left fragments deeply implanted in his tissue. A sting like never before hovered in a single part of his leg. It traveled up his arteries and vein, danced on his heart, and mocked his brain. To be wounded so carelessly was an insult. Mami was weak; he could easily take care of her.

He reached out to crush her neck. With her unloaded gun, Mami swatted his hand away, distancing herself from him by several feet. The blood stopped on her chest, a result of such a minor wound and her improved body from Kyubey. However, Michio's lighter wounds were also closing, but she knew what remained of the bullet in his leg would continue to haunt him. Watching him struggle to stand, Mami loaded another flint lock rifle. She took aim directly for his forehead, a shot that would probably be blocked. In fact, she wanted him to block it. Mami cupped the trigger with her finger. Her shot traveled down the barrel and out towards Michio. As before, she sliced the bullet in two, but the force was enough to drop him back to his knees. The wound was deeper than she anticipated and stuck within a key muscle.

She put her weapons down. "Michio, you're beat. Let's get out of here, and we'll see what we should do with you."

"You'd take me to Kyubey wouldn't you?" he asked, breathing heavily. His fingers stick ripped into the bullet wound, searching for the last fragments. He felt no pain anymore. There was only a desire to survive and live.

"Yea…" Mami replied, "I don't what he'll say or do, but we might be able to convince him to take your powers away or something."

Michio snickered. "You can't take away my powers. Once a Puella Magica, always a Puella Magica. We're all dead on the inside. It's just a clock ticking away. You're life is no different." Using his sword as a crutch, Michio stood on both his legs. Though wobbly, he found his balance without using his weapon as an aid, and he stood ready to continue the fight. His left leg was barely recognizable.

"Michio, you're not gaining anything by going on," Mami said.

"No… and you're not gaining anything by living either." He stampeded at her, holding the sword high above his head. He yelled at the top of his lungs, a desperate battle cry to seal that he hoped would seal both their fates. Mami shot multiple rounds at him; each one passed in and out. Michio kept coming, unfazed by the pain of being shot. Mami sucked in as much air as her lungs could hold. He was an unstoppable tank, barreling at her with incredible speeds. If her weapons did nothing, she was doomed by this. She held before her hands out front, praying for a miracle. Miracles rarely happen, but as Mami shut her eyes, she saw a single image pop into her head. It was a gun, a really big gun that resembled her rifles. It ate up immense power could blast a hole in anything that got in its way. She didn't care if it killed; she was dead if nothing happen. Mami opened her lips, yelling out the simple words that came to mind.

…**Trio Finale…**

A massive flint lock pistol materialized behind Michio. The flint struck the powder, sending out a massive charge. A rocketing bang exploded through the sound barrier. Michio's chest was torn open as fragment of bullet ripped through every sustainable organ in his body. His blood bathed Mami; Michio struck the Earth his hands and legs sprawled out on the floor. A tremendous pool of blood formed below him as he looked up at the gun that destroyed him. The killing weapon faded from existence; his gaze averted to Mami, who could barely believe the outcome. Their eyes met. Mami was forced to look down at what was left of her friends. Though his body retained all its limbs, his flesh peeled away from the massive holes that resided where his chest once was. Michio still breathed though his air intake was short and light. He would die in a matter of minutes.

He opened his mouth; nothing but dribble could be heard. The blood and bone fragments hindered all intelligible speak. She made out three words which were spaced quite bit: Soul Gem and destroy. Michio's palm opened, revealing the egg. It rolled from its spot, finding its final resting place on the barrier floor. Around her, the palace collapsed. The barrier that Michio kept open with his Soul Gem could no longer hold from such a lack of energy.

As Mami aimed her gun at darkly covered egg, she heard one audible phrase come from her closest enemy. "Thank you…" She pulled the trigger.

vvvvvvvvvvvv

The death of Michio and Akio weighed heavily on Mami's soul. For the next week, she went to school, made up her face with a fake smile, and acted as cheerful and loving as possible. The attack by the witch had largely gone unnoticed; it seemed those killed faded from existences with only a few people remember brief instances of their life. No one talked of Ayami Iubki, and another teacher had filled what some called "an oddly empty position." Michio's loss wasn't taken seriously. Most marked his disappearance as normal, figuring he would have quit school before he graduated. His grades were mostly in the toilet. Akio's death provided equal results. Many were shocked when the police pulled his lifeless body from the water. Several of his classmates commented of how happy go lucky he seemed. Mami later learned the tip came from Nana, who had witnessed the suicide that night. She hadn't been to school all week; rumors spread about her death. However, they were quelled when Nana came to school that Friday, saying she was morning the loss of her boyfriend. She walked into class with a smile and never looked depressed or down. She talked with her fellow students but avoided Mami whenever she tried to talk with her. For the third time in her life, Mami felt all alone in the world. Kyubey had abandoned her; she hadn't seen him since the attack on the school. Much of the world lacked the light and color it once had.

That Saturday, Mami didn't bother going to class. She slept in, finding little strength to embrace day and move on with life. The clouds were black and cold; a light drizzle graced the streets. It was days like this where she wished everything could melt away. To pass the time, she dug boxes of her old things, decorating her place lavishly like she had at her old home. The apartment resembled what her once did, a bright cheerful place any young girl would love to stay in. She filled the open space with old furniture, books and candles. She left shelf space for a few potted plants and set up picture of her family. The apartment seemed whole again, but it did nothing to help her feelings. The room became one massive material possession, which resembled her family's once rich lifestyle. It had been the reason they were ousted by the rest of her family. They couldn't stand that their dad worked his way up the corporate ladder while the rest of them worked minute jobs with no end in sight. Mami restored a bit of that lifestyle, crying silently to herself as she realized the things she had lost.

The buzz of her doorbell was the only thing that could pull her away from her thoughts. She answered, thoroughly surprised at who was there. Nana, in her school uniform, stood in the door way. She held her hand up and smiled.

"Can I come in?" she asked.

"Of course." Mami stepped aside as Nana put her bag down and made her way over to the table. "Let me get you some tea. Is there any kind that you like?"

Nana replied, "It's fine. I won't be staying long." With that, Mami took a seat across from her. The girls were locked in each other's gaze, an unbreakable force between two that had suffered so much. When her full attention had been gained, Nana's pristine smile quickly flipped into a frown; a tear formed at the end of her eyes.

"I'm sorry…" she said, brushing it away, "I've been very strong these last few days, and it appears to be catching up with me. I wanted to talk to you about Michio though. I'm sure you've heard the news reports concerning Akio. Yes, he did commit suicide."

"But why?" Mami asked, "He was so happy with you and what he was doing. I can't fathom that he would do such a thing." Nana placed both her hands on the table, laying the left over the right. She took a deep breath as her story began to unfold.

"He didn't commit suicide," she said, "Michio killed him in cold blood. He blamed everyone for Ayami's death and took it out on him first. Because I wasn't a Puella Magica, he spared me and told me to go on with my life. You killed him though, right?"

Mami nodded. "I did…" Nana's words struck Mami's dearly. Michio told the truth when he said Akio was probably dead. He killed his best friends and then acted like it was nothing. A million pounds of weigh wrapped around Mami's heart. Her fight with him a week early seemed so justified yet completely perverted. That day, she wasn't fighting Michio but some sick concoction of hate and despair that had taken his place.

"You shouldn't cry over it," Nana reminded, "Michio had lost himself. He wasn't the same person we befriended. I'm sorry that it had to end this way."

"What will you do now?"

"I've decided to take a study abroad program in America," Nan informed, "I'll be studying in an American college to try to find an end to entropy."

"Entropy?"

Nana stood up from her seat and walked to door. Picking up her bags, she said, "Look it up sometimes. I might be good for you to know."

"Then this is probably the last time we'll see each other." Mami sighed. "I wish you the best of luck." Nan nodded her head before stepping outside and shutting the door, leaving Mami in the dark apartment without even a light to spare. She ran from the apartment as quickly as she could. She couldn't bear the words that had come from her mouth. Bolting passed the park, she stopped to catch her breath.

He was waiting for her there. "You've done me a great service, and I thank you."

"I didn't like lying like that…" Nana replied, "especially not to Mami… She doesn't deserve it after all that girl's been through. But… this is what Akio would have wanted. I don't know why, but he supported your plan to stop entropy. He really was far smatter than us all. You guys must have been great friends…"

Kyubey said as he jumped up to a railing. "Akio understood the world at a different level form most humans. He conceived it at a very logical level, removing all human emotions from the equations. Even many of your logical humans couldn't do that. He was no in a million. Either way, Mami will continue her service to me, and I won't have to worry about her becoming a witch for quite some time. She's strong, and this ordeal had made her stronger. It was important to keep her from the truth and as I am incapable of lying, I figured you would make an excellent messenger for me. I needed Mami to keep tabs on my newest investment, teach her, train her as Michio did. I've invested and lost a lot in her, and I don't intend to lose any more. Mami is a good girl; she'll do what I say."

"You disgust me…" Nana spat, "All you ever do is manipulate. First it was Michio and Akio and now it is Mami. You're filth."

"Speaking like Michio will get you nowhere…" Kyubey replied, "They served their purpose, and if it will offer you any closure, I do regret what has happened. It did not go as planned, and I understand your race is susceptible to such failures especially when it has negative consequences on your loved ones. I can only offer you one service. If you agree to become a Puella Magica, I can resurrect Akio or at least his spirit. The body can be tricky depending on time and the amount of damage done to it."

Nana growled, "Don't tempt me! I was there when you told Michio and Akio everything that happens to the Puella Magica. I'm not an idiot and will not throw my life away like that. Akio…he wouldn't want that." Unable to bear such a conversation anymore, Nana began her long walk back home. Her mind was fully set on her journey through life and where it would take her. She ignored Kyubey, who lost interest in her the moment she rejected his proposal, and went about her life. She would study as hard as she could for Akio's sake. If it was in her time and power, she would end entropy and create a better world. It was her only wish.

vvvvvvvvvvvv

Kyubey's arrival at her apartment was a lifesaver for Mami. When nana stepped through her door, she all but accepted that loneliness would over take her existence. However, she had one friend who returned with his never ending smile and big red eyes. She curled up next to her before Mami had a chance to greet him. Kyubey was just like a cat, licking his paws and rubbing his face.

"I thought you abandoned me…" Mami said, "I'm glad to know you're still here."

"I would never abandon one of my Puella Magica," Kyubey assured, "Not one in such a critical stage as you. I understand you might feel down about Michio and Akio, but you shouldn't let it get to you. Some are unable to accept such powers and will abuse them when given a chance. You, though, have the powers to protect this city and all in it. I see great things from you."

A smile formed on Mami's lips. "You really mean that?"

"Of course, this city needs protection. The Puella Magica who once defended it our dead now," Kyubey continued, "You cannot forsake their sacrifice no matter how brutal. Time will pass, and one day, you will be as potent as they were." Mami hugged Kyubey in her arms. Everything Michio said was a lie. This lovely ball of fluff could never hurt her, so she held him closure to her heart than anything she had before. He was a lovely creature.

But, the events of a week ago left a sour taste in her mouth, and many observations refused to add up in her head. "When Michio was in the barrier, it didn't collapse, and his Soul Gem filled with a black filth of some kind. What…happened there?"

"Michio had been running out of energy," Kyubey replied with one of his many half truths, "You use Grief Seeds to replenish your magic; he never did, and it caused his Soul Gem run dry. The barrier was most likely contained by his energy levels. A witch and Puella Magica share very similar energy waves, and some barriers can hone in on that energy and stay open for extended periods of time. When he died, the energy link was cut, and the portal shut, leaving Michio to his fate in oblivion."

Mami muttered, "Similar energy?"

"Don't worry yourself about it," Kyubey said, "A Puella Magica's job is to destroy witches, and you'll do just that." Kyubey jumped from her lap and perched himself up on the windowsill as always. He stared down at Mami like a superior being; his mindset followed a similar pattern. His smile never ended.

"I do have three requests for you. There is another Puella Magica who keeps tabs on a town not too far from Mitakihara. She's a deferent breed; you might not be used to someone of her brashness or caliber. Her name is Kyouko Sakura, and I have enlisted both your services in destroying a very powerful witch that had popped up in between your two homes. Secondly, I want you to monitor a Madoka Kaname for me. She is a student who goes to your school; I'm sure you'll recognize her and her name. If she becomes a Puella Magica, I would like you to show her the ropes as Michio did. It might seem daunting at first, but I'm sure you'll do well."

But the most important part came last. "Finally, I need to inform you about Walpurgis Night."

(**Final Chapter End**)


	11. Epilogue

**Epilogue **

Kyubey perched himself upon a table of a café near the middle school. Staring down at all the students who passed, he checked each one for their possible energy potential. Unfortunately, most registered so low that it would cost more to turn them into Puella Magica then he could get out. He licked his paw, knowing full well that he was invisible to the naked eye and could mask his presence whenever he wanted. Time became a flowing stream again. The results of Project 24601 were nothing spectacular and only assured him that men made poor Puella Magica. Though all was not lost, he gained Mami, but at the end the day, she could have been gathered in other ways. Kyubey and his grand project turned out to be nothing more than a grand wild goose chase.

"How long have you been waiting here?" Kyubey turned to see his once commanding officer Themor approach. Still in his human guise, the Incubator took a seat at the table and ordered a coffee from the waitress. Their conversation would be masked by telepathy though Themor's departure from planet Earth offered little for his human shell, which would be discarded like all other shells.

"Only a few hours," Kyubey replied, "I'm waiting for someone?"

"Mami Tomoe?"

Kyubey shook his head. "Madoka Kanane. I've been monitoring her, and she continues to grow stronger at an alarming rate. It's as though her energy levels have been manipulated by an unseen force. She will be a truly great asset to the force if I can convince her to join."

Themor took a sip of his drink. "I heard you have mandated bodies like your own to the other Incubators."

"Girls love cute things," Kyubey replied, "So I'll give them what they want. It's a kind game with these humans. You have to trick them into thinking what they are doing will have no ill effects on them because you cannot reason with the truth. Humans are incapable of accept such a universal problem as they can only see their own species as the dominant ones in the universe. Their hubris is truly fascinating."

"I've been assigned back to our home planet," Themor explained, "You've been given complete control over this assignment. The top brass has high hopes because of your report." Themor finished his drink, setting the cup away from him. His eyes grew very serious. "I've come to warn you about a disturbance."

"A disturbance?"

Themor nodded. "Something in the space time continuum. We've received a blip that a distortion is growing around our world. It's like something is trying to enter it from another world. It's very powerful from what our instruments can tell." This was news to Kyubey. Because of his hands on job, he rarely looked at such reports, finding it paid off to spend more time on the field then in an office.

"Is it a witch?" he asked.

"Unknown…" Themor answered, "We're also unsure if it will pass right through our timeline or engulf it. This thing could come at anytime. It could be a few months or few days. It could even be a thousand years from now. We simply don't know."

"It could be nothing."

"But it could be something. I'm telling you to keep an eye for anything strange. I understand this Madoka girl is very important to you, but you shouldn't let that cloud your judgments."

Kyubey looked him directly in the eyes. 'You're acting as though I have emotions."

"I'm telling you to be careful." Themor stood up from the table and threw a few yen coins down. "I'll take my leave. Hopefully we can see each other again in the future after Entropy has been taken care of."

"Trust me," Kyubey assured, "it will be dealt with. I can tell." From the distance, he could see a girl with pink hair, done with lovely red ribbons. She was walking and talking with her friends. A big smile was on her. She turned her head, stared directly at Kyubey though her eyes could see nothing as of yet. Kyubey watched her smile never end.

"Isn't the right, Madoka Kaname?"

**Project 24601 End**

Hope everyone enjoyed this. Also, there will probably be a bonus chapter added to this story, but ti won't be written for several weeks as I'm going on a trip. Look for it in a little less than a month.


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